My Little Pony: Friendship is Chaos
by Elder Dragon Izanagi
Summary: The Mane Six have just defeated Discord...or so they think. He has disappeared and now a new force of Six Villains from other worlds calling themselves the Elements of Chaos have risen to challenge the Elements of Harmony and harness Equestria's magic for their own ends. Can they be stopped? And what role does the Didact play in it all?
1. Prologue: Return of Harmony?

**Author's Note: Since this is my debut fanfic, I strongly encourage and appreciate reviews. Thanks in advance! :)**

**Now, without further ado, here's MLP: Friendship is Chaos!**

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Prologue: Return of Harmony?

Discord was at it again. After over 1000 years of imprisonment in stone, his opportunity at freedom had finally arrived.

It would seem three fillies squabbling nearby was enough to crack the now brittle stone. Once free, he had immediately set out changing the land in chaotic, impossible ways. When he was finally challenged by these new bearers of the Elements of Harmony, it had been a simple matter to lure them into his chaotic maze. By now they were fully in _dis_harmony. Discord had to admit, it had been quite the laugh seeing the Elements falling into disarray so easily.

The Draconequus reclined in his throne as he observed the amusing changes his magic had made on Ponyville. A trio of Bison performed ballet as a crowd of rabbits rushed past with legs like a giraffe's. Buildings and trees floated around in the sky without explanation, a life-sized house of cards dominated the foreground, and the sky was raining apple pies.

"Chaos is a wonderful, wonderful thing." He said with an insane chuckle. He reached out at a passing cotton candy cloud with a glass, and sure enough, rather than rainwater, the glass was filled with chocolate milk.

Before he could drink, a voice interrupted his celebration. "Not as wonderful as friendship." Discord looked over, only to see his greatest opponents, Twilight Sparkle and the Elements of Harmony. The six mares gazed at him defiantly.

He regarded them with a bored, amused look on his face. "Oh, this again?" Discord drank the _cup_, then tossed the chocolate milk away, which then disappeared in a medium-sized explosion.

Applejack was the first to speak: "That's right. You couldn't break apart our friendship for long."

"Oh, Applejack, don't lie to me. I'm the one who made you a liar. Will you ever learn?" He retorted as he used his magic to levitate them into the air.

Twilight ignited the Element of Magic on her head to form a magical shield around her and her friends. Using the shield, she moved them away from Discord back to the ground. Regaining her confident gaze, Twilight said "I'll tell you what we've learned Discord. We've learned that friendship isn't always easy. But there's no doubt it's worth fighting for." By now all six were again standing with defiant looks on their faces.

"Ugh, gag. Fine, go ahead, try and use your little Elements, "frenemies". Just make it quick." Discord teleported back to his throne with a flash. "I'm missing some excellent chaos here." A group of pigs with wings flew by behind him.

"All right ladies, let's show him what friend ship can do!" Twilight declared.

"Wait-wait-wait!" Pinkie Pie squeaked as she fanatically tried to drink the chocolate milk that was falling like rain from the strange cotton candy clouds. Pinkie finished then joined her friends, turned to face Discord, and growled like a territorial dog.

As one, the Six Elements of Harmony combined their powers into a spectacular show of color and light. Discord merely yawned at this, unimpressed.

The lights began to revolve around Discord. "Huh. What's this?" He said, becoming alarmed. Then, Twilight's eyes lighted up with pure magical power.

A second passed, then a rainbow tempest of magical energy channeled from the center of where the Six mares were now levitating. The rainbow made in arc in the sky, before coming down right at Discord. "No, NO!" He bellowed as the energy enveloped him.

That's when something truly strange happened. The lights and energy of the Elements of Harmony temporarily became as bright as the sun, and cascaded across Ponyville, then faded away. But, where there was now supposed to be a statue of Discord, their was just bare grass. There was no trace of the Draconequus anywhere to be found.

"What happened? I thought we were supposed to turn that creep back to stone or something!" Rainbow Dash said. All six of the friends looked at each other in confusion.

"Well, Ah reckon this couldn't be a bad thing, at least everthin's back to normal." Applejack said. Everyone seemed to agree with this as relief settled over the group.

However, Twilight still couldn't help but feel a little worried. "Guys, I think we defeated him, but I still think we should tell Princess Celestia about this. He wasn't supposed to just disappear like that, and only she would know if we've dealt him for good."

For a moment nobody said anything else. Then: "Oh, oh I know! We should throw a party for defeating Discord!" Pinkie exclaimed excitedly. She began bouncing up and down. "Oh Pinkie Pie..." Twilight groaned, "Alright, but only after we get this sorted out with the Princesses."

The Six friends then set off toward Canterlot. There was no chocolate milk rain, animals were their normal selves again, the roads were no longer made of soap, and buildings stayed on the ground where they belonged.

Everything was, at least for the moment, back to normal. Equestria could now celebrate Discord's defeat in peace.

However, In the Everfree Forest, where nopony could hear them, a mysterious being laughed maniacally, their sounds echoing across the forest.

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**Disclaimer: My Little Pony: FIM belongs to Hasbro, Halo belongs to 343i, and everything else belongs to their respective owners. (Glad to get that out of the way!)**


	2. Chapter 1: Didact's Lament

Chapter 1: Didact's Lament

**Somewhere Within the Everfree Forest: **

Finishing his insane tirade of laughter, the mysterious figure paused to think. The first of his targets had been taken care of and he barely had to make any effort on his part. Those Elements of Harmony had seen to that, and now it was only a matter or time before the other pieces of his insane, amusing plans fell into place. He still needed some other vital 'ingredients' though before he could start in earnest.

And now, it would seem the second target was on it's way to him very, very soon.

However, he still had to introduce himself to his first guest. The most important one. They had much catching up to do, It had been over 1000 years after all.

With one final chuckle, and a stroke of his trimmed beard, he tapped his hands on his ornate cane and disappeared with a wink of light and purple mist.

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_**Mantle's Approach **_

**In Orbit Above North America, Planet Earth**

**July, 2557 UNSC Military Calendar**

"You persist too long after your own defeat." The Promethean Commander sneered. He floated down to regard his hated enemy. The enemy soldier, clad in primitive but powerful green combat armor backs away, then, suddenly aware of the Didact's presence, turns to face him.

"Come then, Warrior. Have your Resolution." As the Human warrior prepares to fire his rifle, the Didact uses his suit's gravity manipulation to bat the soldier aside as if he were a rag doll. Then, Didact notices a explosive his enemy had brought with him. Primitive as it may be, he understood the threat the bomb posed to his ship, and with a flick of his wrist, halts the soldier just as he lunges toward it.

Holding the warrior in mid air, Didact floats his enemy towards him. He removes his helmet to regard the Human. "So misguided" Floating the soldier to the edge of the energy bridge, the Didact continued: "Humanity's Imprisonment is a kindness."

Then the Didact tightens his fist, choking the soldier . However, a series of strange whispers began to issue from all around him. He looked around bewildered as numerous holograms of a blue Human woman appeared from out of the very energy of the bridge he stood upon.

"In that case you won't mind if we returned the favor." The AI said, her multiple holographic clones speaking simultaneously. Quickly regaining his stoic composure, the Didact responded: "Your compassion for mankind is misplaced."

"I'm not doing this for mankind." She shot back. The AI and her clones then, without warning, leaped into his armor, and, using the energy from the hard light bridge, form shackles to restrain his arms and legs. The Didact loses his telekinetic grip on the Human, dropping him.

The Didact then watches almost helplessly as the Human warrior pulls himself back onto the bridge. The armored soldier pull out a pulse grenade into his hand. Seeing this, the Promethean doubles his efforts to try and free himself, but to no avail.

But, just as the Human plants the grenade on his chest, the restraints on his arms give out, freeing them. Seizing the moment, the Didact once again lashes out at the warrior, attempting to finish him, but his legs are still restrained.

Just then, the grenade detonates. The explosion causing the Didact to reel of the bridge, plummeting into the chaotic mass of swirling energy below. As he fells, the Forerunner's mind was a vortex of rage and shock.

"_How could I have allowed myself to be defeated by such primitive beings, when not even our Ancient Enemy and their Allies could stop us? Could it be? I failed in my mission. My Prometheans, please forgive me. I have lost the Mantle. There is nothing that can be done now except...wait, could it be? Yes! A slipspace rupture, perhaps it holds the key to my escape. I will live to see the Reclamation stopped. The Forerunners __**will **__rule the Galaxy again. Librarian, your pets will not stop me again next time." _With that final thought, the Didact fell and vanished into the portal, leaving no trace of his former presence behind.

As he floated, or more accurately, flew through the twisted dimension known as slipstream space, the Didact couldn't help but hear a strange laughter echoing from all around him. The laughter sounded like it belonged to a very insane being. Even despite being alive for countless millennia, the laugh was enough to make him feel at least a bit uneasy.

Suddenly, the Didact found himself no longer in flight. He came to a stop and floated in midair, or what passes for it in a dimension without a ground, sky or any definable geographic features.

Then, the insane laughter changed to words: "My my, you're certainly taller than I expected. Hmm, but I think you'll do little mortal. I hope ya like cheese, you'll find plenty of it, or maybe ya wont. I have things in store for you ya might enjoy, or..they might just kill ya. I even have some brain pie I might be willing to share, if ya ask nicely. Ah I just love brain pie. "

The Didact couldn't grasp the absurdity of the tirade he just heard. "What nonsense is this? Who are you? Reveal yourself!"

The disembodied voice made a tsk tsk noise: "In due time little mortal, in due time.". With that the voice became laughter once more before finally subsiding. Then, the Didact's world morphed once more, this time covering him in an almost blinding light.

Before the light caused him to pass into what felt like a deep sleep, he could have sworn he heard not one but two individuals laughing in unison like maniacs.

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**Several Minutes Earlier, Unknown Location:**

Discord had braced himself for what he thought would be another agonizing imprisonment in stone. He was expecting the feeling of the cold marble and limestone creeping across his body, immobilizing him until he was completely frozen and encased.

To his astonishment, it never came. As the light and energy faded, he was instead greeted by a strange bout of laughter from somepony near him. He looked around trying to discern who it was. What was intriguing was how much the laugh reminded him of his own. It was the kind of laugh that belonged to a mischievous and chaotic being much like himself.

He continued to wonder who was laughing, and more specifically why. He also began to wonder where he was. A brief survey of his surroundings indicated he was in some kind of palace, one which reminded him very much of the one in Canterlot, and somewhere else he had been before. _"Canterlot, Equestria, those bothersome ponies and their silly friendship." _He ended his thought with an annoyed scoff and again got to work observing the area.

It appeared to be a throne room. Behind the throne was a large tree with some kind crystals on either side of it. And branching off from the tree were waterfalls and fountains, which formed a kind of U shape around the throne. The throne and decorations were of two opposing tastes, one side of the room was a cheerful red and gold scheme, while the other side was a depressing pale blue, grey and black.

All around the room there were several plinths with what could only be trophies of some kind. Each one Discord looked at was more bizzare then the last.

Then Discord noticed something. The throne was empty. Just as he was beginning to wonder why the atmosphere of the place seemed so familiar to him, something made him almost jump from shock. "Well Well Well! Lookie here, I see someone's finally pulled themselves out of the stone. Ha Ha, you were stoned! Get it?" The voice paused to let out an amused sigh before continuing: "Discord, we got some catching up to do ma chaotic old chap!". Discord turned in the direction of the voice.

Sure enough, standing in front of him was what resembled a middle-aged Human gentleman in a banker's get-up. He had very distinctive lizard like eyes and a finely trimmed salt-and-pepper beard. His faced wore a cheerful grin and in his hand was a very ornate staff adorned with frowning, smiling, and screaming faces which he wielded like a gentleman's cane. His clothes were elaborately designed and matched the color scheme of the room, with one half cheerful, the other half spiky and drab colored.

After getting a good look at the man, Discord's face lit up in recognition. "Ah Sheogorath! The Daedric Prince of Madness himself. Oh! It's been too long."

He took one final look around the throne room then said. "I love what you've done with the place."

End of Chapter 1

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**A/N: Hope your enjoying the story so far. I'm pretty confident with it's direction so expect new chapters and updates every few days at the latest.**

**Also, expect the chapters to get progressively longer, the story has only just begun, afterall.**

**Farewell, and... Bazinga!- The Elder Dragon**


	3. Chapter 2: Catching Up

**A/N: Since I finished this chapter far faster than I expected possible, I figured I'd upload it as a bonus for whomever has already enjoyed the previous chapter and the prologue. Hope you enjoy it, and please, review!**

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Chapter 2: Catching Up

**Canterlot Palace, Canterlot, Equestria**

It was not long after Discord's disappearance that the Mane Six arrived in Canterlot to deliver the strange, but seemingly good, news.

"The Elements acted just as they should have, but instead of turning Discord to stone, he just...vanished." Twilight explained to Princess Celestia. The Sun Goddess reacted with a concerned look on her face.

"I see. This is most troubling news Twilight. We will have to look into this, but for now at least, Discord is defeated. You and your friends have done a brave thing this day, and Equestria deserves to see its heroes in person. We shall celebrate for now. Go my student, everyone is gathering in the Royal Ballroom. I and Luna shall meet you there. "Yes, Princess." Twilight responded.

As the six friends departed, Celestia turned to Luna. "This news leaves me troubled sister." Said Luna. "As am I little sister. Never have I heard of such a thing happening with the Elements before. We saw what it did first hand when we last used them on Discord, he should be imprisoned in stone again."

"It was over 1000 years ago, perhaps the effects the Elements have on Discord have changed since then." Luna suggested. "An interesting possibility little sister, bur what effect might that be?". "Considering how suddenly he vanished it's possible Discord could have been teleported somewhere. Which would also leave open the possibility someone tampered with the Elements.". What Luna was suggesting alarmed Celestia. "That would mean Discord could still be a threat. As for tampering, that's impossible. I, we, have kept close watch over the Elements of Harmony for centuries!" Celestia exclaimed.

"Stranger things have happened before, my sister." Luna concluded. "I suppose so Luna. What with the Crystal Empire disappearing, and the strange reports we have of goings-on in the Everfree Forest. We shall discuss this with Twilight and her friends in due time. But for now, we must honor their actions this day."

"_If someone tampered with it, please, don't let it be __**him**__. Anypony but him. Discord is more than enough for Equestria to have to deal with. _Celestia thought to herself solemnly.

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**Canterlot Palace, Ball Room.**

Celestia cleared her voice in preparation for the short royal speech she was about to deliver.

"We are gathered here today to once again honor the heroism of these six friends who stood up to the villain Discord and saved Equestria from eternal chaos." At this the crowd cheered in applause for their heroes.

The Elements of Harmony looked upon the cheering crowd, their faces beaming with pride. Each of their Elements gleamed with great power.

The Princesses were an aura of pride and confidence as they regarded the heroes and their subjects. But anypony who was a master of body language would have seen right through it. The Alicorns were worried, very worried.

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**New Sheoth Palace, Shivering Isles, Oblivion**

"Oh yes, ma dear Haskill does indeed enjoy messing with the decor every few decades. Speaking of which, where is that little man? I need ta make an important phone call in a few moments!" Sheogorath said as he twirled his staff around irritably.

Discord looked at the staff, finally recognizing it as he just did it's owner. "Ah I see you still carry that little tool of chaos with you." Sheogorath looked at his staff like one would a cute little puppy. "The Wabbajack! To tell ya the truth, I have no idea where I would be without this little guy. It really keeps an old mad god entertained when he's stuck in the Isles. Without it, I probably would'a gone _**sane**_ from the boredom!" At this both Immortals burst into laughter."

"So tell me Discord, how's our fair Sun Goddess Celestia doing?" The Mad God inquired.

"About as goody two shoes as I remember. And twice as annoying. And that student of hers, Twilight Sparkle, oh what a bore! Always going on about 'friendship this, friendship that' Bleh!" The Draconequus squinted his face in distaste at the thought of that annoying unicorn and her meddlesome friends.

"I tell you, I had Ponyville the chaos capital of Equestria before they showed back up, with those Elements of... _Harmony_. Ugh! Ponies these days have no appreciation for some good, old-fashioned chaos!" Discord said dramatically. He then summoned up a glass of chocolate milk.

Suddenly Sheogorath broke into an evil grin. Discord looked at him curiously. "What?" "Well, about those Elements, I predicted you would be free from your prison sometime soon, so I tampered with em' so that instead of turning ya to stone, Poof! Ya get teleported here!" "What!? You knew they would zap me with those blasted trinkets!" Discord said with a pretend hurt look on his face.

"All part of being a Daedric Prince ma dear Discord. We have our many perks, and not to mention the free airfare miles for an eternity to boot! " The Mad God chuckled. "Oh but I was having so much fun in Ponyville!" Discord said. " Don't worry, I have some very...exciting plans ahead for you and I. Oh and some new friends I'll be invitin' along too!"

This piqued Discord's attention. "Hmmm new friends, what, may I ask, are you planning Sheo?"

Before the Daedra could answer, suddenly a purple mist erupted and out of it strode a short balding man in a ridiculous black overcoat with a large silver medallion around his neck.

"Haskill? It's about bloody time! I told ya I needed to make a call!"

The Chamberlain had a bored look on his face as he gave his response: "Yes, my apologies my lord. I had to deal with an..umm..incident between a group of Golden Saints and a Dark Seducers getting into a brawl. My, such a mess it was." His monotone voice echoed across the throne room.

"If ya keep this up Haskill, I'll have to start teleporting ya back and forth again at will for my amusement." Sheogorath said, clearly irritated. Then he turned back to Discord. "Yeah, about my plans, let's have a nice word with our new guest first eh?"

"By all means, go ahead." The Draconequus responded.

Sheogorath summoned an old rotary telephone out of nowhere and dialed in a number. Suddenly a visual of their imminent guest appeared in a portal right next the spot Haskill appeared moments before. Seeing his target, Sheogorath began laughing maniacally.

Bringing the phone to his face he said: "My my, you're certainly taller than I expected. Hmm, but I think you'll do little mortal. I hope ya like cheese, you'll find plenty of it, or maybe ya wont. I have things in store for you ya might enjoy, or..they might just kill ya. I even have some brain pie I might be willing to share, if ya ask nicely. Ah I just love brain pie."

Their would-be guest said something to which Sheogorath made a tsk-tsk sound and said "In due time little mortal, in due time.". He began laughing again for no obvious reason, Discord joining in. The mad god then snapped his fingers and their quarry appeared before them, before collapsing to the ground in an awkward heap.

He was a massive one. Discord had to give him that, he was almost as tall as he, and he was heads taller than Sheogorath or Haskill.

The being began to move, and pulled himself up with a groan. As he trained his fierce eyes on the other beings around him, his expression quickly changed from one of surprise to one of anger.

"What is the meaning of this insult? Only the Didact decides where he stands or goes!" The being declared.

"Oh come off it Didact, maybe you should take a look at who it is yer talking too before ya go off the deep end."

The massive warrior turned towards Sheogorath. "And who might you be... Human, to seek to address a Forerunner in such an insolent manner? Are you not aware you have agitated a being far greater than you?" The Promethean General retorted.

"Oh, how precious! You hear that Discord, this one thinks I'm a mortal!" Discord and Sheogorath both broke into laughing fits, Discord spitting out his chocolate milk in the process.

The Didact had seen and heard enough. "If not a Human, then pray tell, what in the name of the Mantle are you creatures?" He especially directed the question at Discord, who gave him an amused look in response, leaving it to the insane Daedra to explain things.

Surprisingly, it was Haskill who spoke first. "You stand before the Daedric Prince of Madness, Sheogorath. He is the ruler of the Shivering Isles, and Lord of the never there." Why thank ya Haskill, for killin' my steam." Sheogorath said irritably. "My apologies, my liege."

"Indeed, I'm the God of Madness, but you already knew that. This here is Discord, God of Chaos, and responsible for more mayhem than Mehrunes Dagon, Clavicus Vile, and M'aiq the Liar combined! Ah M'aiq, I do miss that crazy Khajiit!"

"Charmed, I'm sure." Discord said. The Didact only stared blankly at the Draconequus.

"Well mortal, pleasantries aside lets get to the meat...and cheese, of things. I've spent many a century looking for people like you." Sheogorath stated. "I don't understand." The Didact replied.

"You know I've watched ya for a long time Forerunner. I saw your people's war with Humanity, and against those nasty fellows, what do you call em'? Ah yes, the Flood!" Your kind were always the ones in all the other mortals' business. I saw they way you tricked your own comrades to turn them into them nasty Knights. Oh! And the way your own wife, the peacful, pacifist Lifeworker, ended up having to shoot you in order to stop your plans. Ah, just priceless!" Sheogorath and Discord shared a laugh at the Promethean's expense." And then, you had this Bornstellar whatshisname, running around impersonating you, Oh I just can't take it!" With that, Sheogorath casted a spell at the Didact, causing him to shrink to the size comparable to Spike the Dragon. They were laughing uncontrollably now.

The Didact could feel the rage wallowing up inside of him. "YOU DARE INSULT A FULL RATE PROMETHEAN!? Gods or not, in the Ecumene you would have been put to death for this sacrilige! Are you not aware that we exterminated our own god-like creators for their arrogance?" Didact's anger coupled with his new tiny, high-pitched voice was finally enough to force Discord to the floor, his laughter was so intense. Sheogorath's laughter died down however, as he had yet to finish his speech. Still with the twinkle of amusement on his face, the Daedra said :" Bornstellar, such a great-natured fellow he was."

Then immediately, Sheogorath's face went from pure mirth to one of a dangerous, dark sort. The sudden dead seriousness in his eyes was enought to not only cut Discord's laughing fit short, but also strike fear into the ancient Forerunner, an emotion he had felt only once before in his long lifetime. "But then he had to fire those Halo rings. Those creators as ya call em, little mortal, were responsible for those vile, boring, soulless Flood, and they meant to be a way to punish your race. And when those rings were fired, Forerunner, let's just say they had consequences that reached far beyond your little Milky Way. "

Just then, the spell wore off and the Didact grew back to his original size, his powerful voice returning as well.

"The Halo Array was our ultimate weapon, and our greatest disgrace. Yet you speak of it as if it did more than just kill off the Parasite and it's food." The Didact said, suspicion flooding his face. "Ya know only what ya need to know little mortal. The truth would be too much for your tiny mortal brain to grasp at the moment. Fear not, in time ya will be ready for it. But that time is still to come." The Daedra's face then regained its usual cheerful countenance.

"So anyways," Sheogorath continued, "I've been looking for individuals, much like yourself for our plans."

The Didact paused for a moment to shake off his brooding suspicion and to take all this information, and insults, in. No matter how he put it, it all still confounded him. Finally, the Promethean again found his voice. "So you mean for me to believe I'm in the presence of two chaotic deities, who may or may not have watched my people for millennia, and claim to know the true power of a Halo. Just when I thought I saw the most shocking things our Galaxy has to offer, fate throws me this. A mad god who has witnessed my greatest triumphs and my lowest failures, and some spirit bent on causing Chaos. And now It seems our victory against the Parasite costed more than the Ecumene Council realized."

"Oh my dear Didact, don't be so glum over things ya don't need to know now! I have, a most intriguing proposition for ya, if you'll just hear us out." Sheogorath declared.

"Very well 'mad god', since I now find myself with little choice, I will hear you out...just this once." Although it was still dead clear to the Didact that there were many secrets being kept from him.

"Splendid!" Sheogorath exclaimed with a chuckle. "I will spill me guts. But first we have to wait for our other guests to arrive. Don't worry. They wont be long! For as ya see, dear Didact, our plans span many worlds, but only one specific world holds the key to it all!" Sheogorath finished, his maniacal laughter echoing across the palace. "Now, on a lighter note, would ya like some cheese?"

End of Chapter 2

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**A/N: Phew, that last section in New Sheoth was a real doozy to write, but I got it done quickly. I just hope it hasn't given too much away. (Hint: I was trying to make Sheogorath be vague with Didact for that very reason.)**

**Anyways, hope you enjoyed it, and...Bazinga! -The Elder Dragon, signing out.**


	4. Chapter 3: Recruitment

Chapter 3: Recruitment

**Sheogorath's Palace, Shivering Isles, Oblivion**

"So Sheo, who are these...guests you've talked so much about hmm? Dicord asked as he paced the floor in front of Sheogorath's throne.

"Indeed, you have mention them constantly, but you refuse to go into detail. I too am curious about who else will be joining...whatever it is you call this endeavour. **"**Didact added.

"Patience ma friends, patience! I shan't say, as ya will see for yourselves personally. Oh, would ya look at that? As a matter of fact, it would seem I've located our next guest. Well, ya can come with me to snag em' if you're curious enough I suppose."

"Ah, finally!" Discord exclaimed. "Let us proceed with this plan. My patience runs thin." Didact said.

"Wait, one last thing before we move. I think you'll like this one, Didact. You'll find that the two of ya have a lot in common." Sheogorath said with a laugh.

At that, the Mad God, the Spirit of Chaos, and the Ancient General vanished into thin air with an eruption of purple mist and light.

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**Hogwarts School of Witchcraft and Wizardry**

**2****nd**** of May, 1998**

The trio materialized into the middle of what looked like a massive castle.

All around they heard the sounds of battle and magic being cast. Men and women in robes milled about, fighting what were supposedly people garbed in dark, unfriendly looking robes.

They seemed to cast their magic from wands, of which all the Humans were equipped with. Each wave of a wand was accompanied by a brief incantation that produced the desired magical effect. The most commonly heard incantations at the moment were "_Expelliarmus!, Protego!, _and what appeared to be some kind of killing curse: "_Avada Kedavra!"._

Amidst the fighting wizards, there also appeared to be other various beings participating in the battle as well. Giants, Centaurs, and what could only be little elves of some kind jumped in and out of the fray.

Strangely enough, no one seemed to notice the middle aged gentleman, the bizzare draconequus, and the 9 foot tall alien quietly watching their battle. "By what trick of the mind are we able to remain unseen, Mad God?" The Didact inquired.

"Part of the perks of bein' an immortal Daedric Prince of Madness of course! But didn't I already say somethin' about that? Ah, nevermind. Our target should be appearing just about now!"

The battle had now been taken to a less chaotic tone. Everything went quiet very quickly. The Wizards and Witches that appeared to be defenders were gathered on the side of the room facing the castle, whilst the the dark-robed attackers stood on the opposite side.

The leaders of both sides glared at each other with malice. The wizard representing the castle's defenders appeared to be a young man of about 18 or 19 years of age. He was of moderate build with a mess of brownish-black hair. He wore eyeglasses over his almond-shaped eyes. What was most intriguing about his appearance, however, was the perfectly lighting-shaped scar on his forehead.

However, the leader of the opposing force cut quite a more bizarre figure. The wizard donned midnight-black robes similar to those of his colleagues. What distinguished him the most though, was his facial features.

His red eyes were like those of a serpent's. His skin was pale and gaunt, his head completely bald, and where a nose would be on a normal Human face, there were instead narrow slits that very closely resembled the ones on the Didact's face.

The silence in the large room was now absolute as both opponents addressed each other. While they conversed, the Didact turned towards Sheogorath. "Is that another Forerunner? What is one of my people doing here amongst these strange Humans?" He asked, motioning in the dark-robed wizard's direction.

Sheogorath laughed at this. "That's no Forerunner my dear Didact. That's the Dark Lord Voldermort himself! Only the most chaotic, evil, an' powerful dark wizard this world has seen since that old chap Grindelwald!" "Chaotic you say? Hmm, this one seems more like a control, rule and 'obey me or suffer' kind of villain." Discord said with skepticism in his voice.

"Oh, don't worry ma chaotic friend! Ya should have seen him when he was at his full power! Raising the dead, breaking fragile little minds, turning friends against one another. Ha Ha, he was a venerable rascal he was! And get this, the boy he's talkin' to, is responsible for defeating him the last time...when the boy was but a wee toddler!" Sheogorath stated, his laughter intensifying.

"Defeated by a _youngling_?! Then what value is he to us?" Didact asked.

"Thing is, the boy reflected Voldy's nasty little killing curse, right back at em'! That's why the boy has that fashionable scar on his forehead. But now, everybody's favorite Dark Lord has managed to revive himself by tricking our dear boy here into performing various tasks needed to restore Voldy back ta his true power! Personally, I think amazin' skill like that, shan't be allowed to go ta waste!" Sheogorath said.

"Well when you put it that way. I agree, this wizard is capable of some kind of chaos. I suppose he'll have to do." Discord said. "Perhaps he shall suit our...purposes. Whatever those may be." Didact agreed.

"I'm glad ya both saw it my way!" Sheogorath said with a grin.

The trio then refocused their attention on the scene unfolding before them.

"You dare...?" The Dark Lord spoke, before being cut off by his opponent.

"Yes, I dare." He said, "because Dumbledore's last plan hasn't backfired on me at all. It's backfired on you, Riddle." Both wizards gripped their wands in anticipation for the other's next move.

"That wand still isn't working properly for you because you murdered the wrong person. Severus Snape was never the true master of the Elder Wand. He never defeated Dumbledore."

"He killed..." Voldermort began, only to be cut off once more.

"Aren't you listening? Snape never beat Dumbledore! Dumbledore's death was planned between them! Dumbledore intended to die undefeated, the wand's last true master! If all had gone as planned, the wand's power would have died with him!"

"But then, Potter, Dumbledore as good as gave me the wand!" His voice began to shake with malice. "I stole the wand from its last master's tomb! I removed it against its last master's wishes! Its power is mine!" Voldermort declared.

You still don't get it, Riddle, do you? Possessing the wand isn't enough! Holding it, using it, doesn't really make it yours. Didn't you listen to Ollivander? _The Wand chooses the wizard... _The Elder Wand recognized a new master before Dumbledore died, someone who never even laid a hand on it. The new master removed the wand from Dumbledore against his will, never realizing exactly what he had done, or what the world's most dangerous wand had given him its allegiance..." Harry Potter stated.

Voldermort prepared a curse, it's power building in the Elder Wand now pointed at the young wizard's face.

"The true master of the Elder Wand was Draco Malfoy." For a brief moment, the Dark Lord's face was blank with shock, but it quickly passed.

"But what does it matter?" His voice softening. "Even if you are right, Potter, it makes no difference to you and me. You no longer have the phoenix wand: We duel on skill alone... and after I have killed you, I can attend to Draco Malfoy..."

But you're too late," said Harry. "You've missed your chance. I got there first. I overpowered Draco weeks ago. I took this wand from him."

"So it all comes down to this, doesn't it? Harry said, his voice a whisper. "Does the wand in your hand know it's last master was Disarmed? Because if it does... I am the true master of the Elder Wand."

Then, two things occurred at once. The sun began to shine upon the two enemies through a window, bathing their faces in light. Also, the two issued yells as they each motioned to cast their spell at their hated opponent.

"_Avada Kedavra!"_

"_Expelliarmus!"_

Where their two spells met in the air, a loud bang issued. Golden flames flared to life. Harry watched as the green jets of Voldermort's curse met the blue ones of his own. But then, Time itself stood still, and everyone with it, save for Voldermort. The Dark Lord gaped in shock at the two spells, suspended in the air, now harmless and immobile.

One heartbeat later, a maniacal laughter echoed across the massive room. Turning in the direction of the sound, Voldermort beheld a bizarre sight.

He saw what could only be a well dressed man, some kind of chimera, and what resembled a taller, armored version of himself. The Dark Lord believed his eyes to be deceiving him. "Is this, dare I say, some kind of limbo? Have I been truly and utterly defeated? By _Potter_, impossible!"

Of the three, the well-dressed, bearded gentleman was the first to address him.

"Well well! If it isn't the Dark Lord himself! I've been looking for _you_ mortal, for a very long time." The man said. Voldermort could have sworn his accent was Scottish.

"And who might you be, to stop time itself at such a critical moment, when I was just a breath away from finally exacting my revenge on the Boy Who Lived!"

"Yes, about that." Sheogorath stroked his beard. " Ya see mortal, that curse you so happily cast, it was going to rebound right back at ya, strikin' ya dead! I figured we'd be kind enough to freeze time, just to save ya the inconvenience of having to be resurrected."

"Under what circumstance did you see fit too...intervene? And might I ask, who are all of you?" Voldermort said as he looked at each one of them, attempting to size them up.

"I am, Sheogorath, Prince of Madness! Mad God extra ordinaire, at your service. These here are ma... associates. Well? Please don't be impolite, introduce your selves!"

The armored one was the first to speak. "You stand before the Didact, Human. Supreme commander of all Forerunner forces, and leader of the Promtheans, once the mightiest fighting force in all the galaxy!"

Next, the strange creature next to them spoke. "I am Discord, Spirit of Chaos." He said dramatically. "Pleasure to make your acquaintance."

Voldermort said nothing, only gazing at them with an angered expression.

"How am I to believe I was seconds away from my demise? My power is unparalleled. Harry Potter's demise was imminent! You have denied me my victory! Now, you shall suffer a similar fate to one befitting only a Blood Traitor. Prepare yourself!" Voldermort shouted. He raised his hand, only to find that the Elder Wand was missing.

A few awkward seconds passed, then Sheogorath and Discord burst into laughter. The Didact merely stood with an impatient sneer on his face. Finally calming down, the Mad God raised his staff and fired a spell at Voldermort.

Seeing such strange magic, Voldermort pulled his face in a grimace as he prepared himself for whatever the exotic spell would do to him. There was a flash of light and purple mist as he suddenly found himself next to his would-be opponents.

He then noticed they were no longer looking at him, but at something back towards where Harry stood, unmoving. Standing there was a perfect copy of himself, in the same exact position he was in just as time had stopped.

The Mad God then, with a grin, snapped his finger and started time back up.

Voldermort watched dumbfounded as the Elder Wand flew from his copy's grasp and into the waiting hands of none other than Harry Potter. Then, sure enough, his copy fell backwards to the cold stone floor, now as cold and lifeless as the floor itself. The assembled defenders of the castle emitted loud cheers, as the black robes retreated in disbelief and fear.

The Dark Lord now regarded the trio with absolute shock. "Now are you willin' ta here us out little mortal? Hmm?"

Voldermort could only nod.

The four villains then took their leave, vanishing into thin air. The Castle's inhabitants having been completely oblivious to their prescense.

* * *

**Sheogorath's palace, Shivering Isles, Oblivion**

"Alright gents. We're _almost_ to the point where I tell ya what our plans are. But, no cheese for ya yet! Unless you hate cheese. In that case, no grapefruit for ya yet! A man can celebrate with grapefruit a much as he can with cheese, true, assuming they're not able to talk...or named Stanley." Sheogorath rambled.

The Villains once again found themselves in Sheogorath's throne room. "Now,we currently have two more people who we need to 'recruit' to the cause. One is kind of a nice sort, when he wants to be. He certainly prefers the cold though. Oh, I don't see how he can stand it!" Sheogorath continued. "The last is a Human who is rather quite full of himself. He's nigh obsessed with preservin' his youthful complexion. Oh, and he's also quite the crack shot with firearms, so I've heard!"

"I grow tired of these ceaseless errands. May we hurry this along? I wish to know what it is you beings have in store, especially for my Ecumene!" The Didact said irritably.

"Patience ma dear Didact. Patience!"

"You've already said that before!" Didact continued.

"A plan isn't exactly going ta yield satisfyin' results if ya rush it, am I right? Ha Ha of course I'm right!" Sheogorath countered. The Didact scowled at him. "Ya were never popular at parties, were ya Didact?"

"I merely wish to get this over with so I can finally assume my revenge on the Humans." Sheogorath frowned. "Didact, your really makin' ma teeth itch!"

"So, now that there are 4 of us Sheogorath, I was thinking we could split up and kill two stones with one bird. What do you think?" Discord suggested.

'I like it, I like it! Tell ya what. I'll pay the little gun toting age-defying mortal a pleasant visit. I leave it to you who ya want to take with ya to see our icy friend. That is, which Voldermort do ya want ta take with ya? The short one, or the big one?" With that, the Prince of Madness vanished with a chuckle.

Voldermort and the Didact scoffed at the mention of their vaguely similar facial features.

"What is it we are setting out ot do? LIke my acquaintaince here," Voldermort notioned towards the Promethean, "I have business I most attend to back in my own world. I shall think I will give my enemies quite the fright, seeing as how they thought they have dealt with me for good."

Discord let out giggle of his own. "Weren't you listening Voldy? It's time for some last minute, 'recruitment'" He said with a grin.

"Now if I remember correctly, the final target's world should be at these trans-dimensional coordinates. And, voila!" Discord laughed once again as the Promethean, Dark Lord, and God of Chaos vanished into thin air.

* * *

**A/N: So, who do you suppose the last two villains are? I'll give you two more hints: kidnapping princesses, and the Hero of Skill. (The second one is probably a dead give away...) **

**Oh, one last thing: expect the Elements of Harmony to play a much larger role from here on!**


	5. Chapter 4: The Final Two

**A/N: Sorry for the wait, I had meant to upload yesterday, but you know, electrical blackouts don't care for us authors and our schedules, do they?**

**Well, that aside, here's chapter 4 of Friendship is Chaos. Read, enjoy, and if you would be so kind, review!**

* * *

Chapter 4: The Final Two

**Ponyville, Equestria**

Twilight paced the floor of the library. "I don't get it! I've read and read and read, and I still just don't get it!" The room was a mess of scattered books, scrolls and treatises.

"Every source I've read on the Elements say quite clearly: Discord was supposed to be imprisoned in stone like before! He wasn't meant to disappear like that. Oh Spike, what do I do now?" Twilight asked her assistant.

The baby dragon could only shrug. "Like I've said, we should leave this to the Princesses! If anypony would know how to solve this mystery, it would be Celestia!" Spike said.

Then suddenly, the dragon belched. A scroll appeared out of a jet of green flames. "Oh! Speaking of which!"

"Let me see that!" Twilight said. She rushed to open the scroll.

_My faithful Student:_

_After conversing with Luna about Discord, we have developed suspicions as to what may have actually happened when you used the Elements of Harmony to defeat him._

_Please gather up your friends and meet us in Canterlot as soon as possible. We will reveal everything when you arrive._

_Princess Celestia._

"Well Spike, time to go!" The baby dragon nodded. "I'll go pack some things."

_I really hope the Princesses have discovered that Discord is gone for good. I don't know what we'd do if it turns out he__could come back, perhaps even twice as powerful as before. _

They then left the Library, heading towards there friends' homes.

* * *

**Canterlot Palace, Canterlot**

"I'm glad to finally have you all here." Celestia said as she looked to each of the Mane Six.

"As I said in my letter, Luna and I have come to a conclusion. We have spent many an hour in the royal archives, and we pulled up records of something we had thought was long cut off from our world. Or**, **to be more specific,_ someone." _Celestia said.

"Tell them our thoughts, little sister." Celestia looked to Luna. Luna nodded. "We have a very strong feeling that Discord's disappearance was the work of a being called Sheogorath, who we think may have tampered with the Elements of Harmony to prevent Discord's imprisonment."

* * *

**Meanwhile...**

**Somewhere in between Dimensions**

Discord, Voldermort, and the Didact were drifting towards their final target. It was only a matter of time before they arrived there.

However, something strange caught Voldermort's eye.

For a moment the Dark Lord saw what he thought was a blue Muggle police telephone box speeding past them in the other direction. He blinked twice, and it was gone. _This strange dimension is causing me to hallucinate things. _He thought with a scoff.

Cold, frigid air blew in their faces as they exited the portal.

* * *

**Bowerstone Industrial, Albion**

**Unknown Date**

"No, no, no no! This simply won't do! Not at all!" A man said dramatically as he paced the floor, cane in hand.

He was smartly dressed in an extravagant, snow-colored coat with dark fur trim. His boots were onyx black, and at his hip was an ornate looking pistol in a holster. A top hat with goggles completed his ensemble.

"But Reaver, we've been trying to get it to work for days! It just won't respond at all!" A technician said.

"My...associates... went through a lot of effort to acquire this trinket from our inventor friend Ernest Faraday. This thing is supposed to make us all _filthy _rich. I also promised them a...return on their investment. I may be a devilish rouge, "Reaver said with a laugh, "But I'm also a man of my word, if it's profitable, of course." He laughed again.

"While we can't get it to work, we have learned a few things about it sir." Another technician said.

"And?" The technician continued "We think Faraday used Old Kingdom technology to make it. It appears that it requires someone with the power of Heroic Will, or some other kind of magic to activate it."

"Oh just splendid!" Reaver exclaimed sarcastically. He moved to observe it. The trinket was some kind of disc-shaped apparatus. Reaver could have sworn he had seen a similar artifact in the possession of the late Hero of Bowerstone.

"Just where are we going to find a wizard to activate it? It's not as if Albion is bursting to the seams with them anymore!" Reaver said with a frustrated chuckle.

_Hmm, maybe I shouldn't have tried to kill Garth in Samarkand after all. We could have certainly used that fellow's magic right now. _Reaver mused.

Just then, a flash of light and purple mist appeared out of nowhere, scaring workers away and catching the Hero of Skill's attention. What appeared to be a man emerged from the light before it promptly disappeared.

"Who in Albion's name might you be, hmm?" The man turned towards Reaver and grinned. "Daedric Prince of Madness, Sheogorath at your service. I've come to collect something for a little... project... of mine." The Mad God said.

Reaver scoffed. "Well this isn't exactly a hobby shop, you know, we're doing very...delicate work here."

"Oh, don't worry ma dear Reaver, I shan't be keepin' ya long. Speaking of delicate work, would ya be interested in joinin' a plot ta seize ultimate power?" Sheogorath said, his face becoming business like.

"Ultimate power you, say? Sounds intriguing enough. What do you propose?" Reaver asked smoothly.

Sheogorath's face again lit up into a fierce grin. "Ah, I'm just yankin' your chain, little mortal. I've got nothin' in store for the likes of you."

Then, without warning the Mad God teleported closer to Faraday's stolen trinket, snatching it up. "I need this for a friend o' mine, he has a nice sense of fashion, but his singin' voice leaves a bit ta be desired. Ta ta!" The Mad God disappeared, this time in a blue light which emitted a chiming noise.

"Shoot, I should have seen that coming. It's what I would have done...all well. I suppose there are other, less labor intensive ways to earn buckets of gold." Reaver said with a deep sigh and a slight chuckle.

* * *

**Ice Kingdom, Land of Ooo, Earth**

**1000 years after the Mushroom War**

"Gunther! Did you hide my drum set again? Where are... Hey!"

The Ice King paced around his room as he was interrupted by some unexpected visitors. " Huh? What gives, I'm not expecting company! Get lost."

There were three of them, two were funny looking guys with messed up noses. What appeared to be their leader, however, was a tall fellow who was some kind of a cross between a goat, a crocodile, a lion, a horse, and an eagle. Ice King had seen far stranger creatures in Ooo before, though. Their appearances did not unsettle him in the slightest.

The big one spoke first. "Forgive me for interrupting, but we're looking for a fellow by the name of 'Ice King'". He said.

"Oh yeah? Who wants to know?" Ice King replied, squinting his eyes in suspicion.

"Ah, forgive my poor manners! I, am Discord, spirit of chaos and disharmony." Discord said, with a dramatic flair. "My colleagues here are Voldermort and the Didact." He gestured towards both of them. Didact said nothing, only standing there awkwardly. Voldermort nodded. "A pleasure, I'm sure." He said calmly.

Ice King continued to stare at them in suspicion. "Yeah yeah, nice to meet ya. Now what do you want, I got things to do."

"We've come all this way from multiple dimensions, to offer you an opportunity at seizing great power." The Draconequus said. "Not interested, I'm already master of Ice, thank you very much."

"Wait! You haven't even heard what we have to say yet! You see, I come from a land ruled by two goody-two shoes Princesses who overthrew my reign of Chaos. It was such fun, but then they had to ruin it! We have a plan to take their power away, and share it amongst ourselves. We still have yet to..iron out the details, but I promise you won't be disappointed!" Discord concluded, rubbing his paw and talon together mischievously.

"Hold on a minute! Did you say, _Princesses_?" Ice King said suddenly. "Okay, I suppose I'm in."

* * *

**Inside the Heart of The Spire, Somewhere off the coast of Albion**

**Unknown Date**

"What are you doing in my Spire, Sheogorath?" A red-robed woman asked calmly, her voice hardly registering surprise of any kind.

"Theresa! Still looking good as ever I see! How are those eyes of yours?" The Mad God replied.

"The Tattered Spire's power is too great to wield, even for a Daedric God such as yourself**. **I do not recommend your course of action, you could yield nought but destruction and chaos upon your realms." She warned.

Sheogorath was unmoved by her predictions. "Never ya worry ma fair lady. Say, you remind me of me, back when I wasn't as...colorful. Anyways, I'm aware of the power contained within' your Spire here. I need it to free and old friend o' mine. I think ya know who I mean."

Theresa's calm expression did not falter, but the urgency in her voice did increase. "I have seen what is to come, and summoning him back will not be enough to stop the forces that have been set in motion Mad God. I will not stop you, for it is not my place, but I do ask that you please keep him far away from this world, and all its people. Much was sacrificed to ensure his defeat."

"Like I said, ya don't need ta worry, I have other friends besides him too. We will have what we require, when the time comes. Oh, and we'll keep him so occupied, he won't even be able to _dream _about dear old Albion." Sheogorath said with a grin. "I'm gonna make ma wish now." He walked towards the light in the center of the chamber. "Ta!"

"Fare thee well, Prince of Madness," Theresa said, "remember my warnings, and know this, your actions to come shall decide the fate of _all _worlds."

Sheogorath flashed her a knowing smile at this, before teleporting away, his wished having been made.

* * *

**Unknown Region, somewhere far North of Albion**

Sheogorath emerged from the portal, his surroundings drastically different from before. The area reminded him much of the volcanic wastelands that were Mehrunes Dagon's realm.

He walked across a crumbling stone bridge that crossed a lava stream. At its end, the Mad God glimpsed what appeared to be a stone shrine upon a raised dias. As he approached it, he heard some kind of ominous whispering.

"Ah, here we are!" Sheogorath exclaimed, his cheerful expression clashing radically with the hellish atmosphere around him.

The mad god approached the shrine, seeing an ornate white, gold, and crimson mask appear upon it. His wish worked, the mask was _un_destroyed. It had previously been destroyed 500 years ago when some hero threw the mask into the lava.

Sheogorath placed his hand on the mask, and felt power coursing through it. Satisfied, he stepped back a pace, and raised the Wabbajack, firing a spell at the mask.

The spell surrounded the mask in a cloud of energy and mist. A demonic voice then issued from the cloud.

"_After centuries, Jack of Blades is __**back!**__" _The voice then turned to a deep baritone laugh that would have sent chills down the spine of even the mightiest of heroes.

"Ah ma dear Jack, you always had a flair for the dramatic. Ya share that in common with Discord, ya do!" Sheogorath said with a smirk.

Finally, a humanoid shape emerged from the mist. It was clad in a cloak of brilliant blood-red, a suit of ancient plate-mail armor, and the mask on the altar was now firmly in place on the figure's face.

Jack of Blades turned to regard the Mad God, his eyes glowing through his mask. "Ah, the God of Madness. Fancy seeing you again. I wager you are the one responsible for my rebirth? " Jack's ominous voice rang across the area.

"Correct!" Sheogorath exclaimed. "Me n' Discord have been plannin' up some little chaos, and we suddenly found ourselves in need of extra hands. And it looks like you got the Job!"

Jack grinned under his mask. "Sounds like my kind of forte! Very well, Albion can wait another day. _Let us spread the fires of chaos and misery! _

"Ya know ma dear Jack, ya should have been an' actor, cause between you and Discord, ya two are more dramatic than every soap opera and crappy reality show, _combined_!"

"It all comes with the mask, Sheo!" Jack said with a laugh that could peel paint.

"Right-o, let us be off now, we have much ta do, much ta discuss! Oh, have I offered ya any cheese yet?"

The duo then teleported away.

* * *

**Meanwhile...**

**Canterlot Palace, Throne Room**

Twilight and her friends look at each other in confusion. "But why would somepony want to help a brute like Discord" Rarity asked. "Yeah, and who is this 'Sheogorath'? He sounds like some kind of weirdo!" Rainbow Dash added.

"I've never heard of anypony with a name like that Princess Celestia." Twilight said.

"Indeed," Celestia said with a sigh, "Sheogorath and his kind are something I had hoped Equestria was done dealing with centuries ago. You see Twilight, Sheogorath is one of sixteen 'Daedric Princes'. He is the Prince of Madness. Each Prince or Princess is a type of immortal being who rules over a specific part of Oblivion, which is a separate universe very different from ours."

"I bet he must be great at parties!" Pinkie Pie said.

"Prince of Madness? Oh my, he doesn't sound like he's very nice." Fluttershy said, her eyes growing wide.

The Sun Goddess' expression darkened. "Most definitely. Sheogorath ,and most of the other Princes are pure evil. When Equestria was still young, the Daedra and another group of powerful immortals, the Aedra, came and went to this land freely." Celestia sighed.

"As the Daedra's actions in Equestria became more and more disruptive to Ponies and all other life in the world, Luna and I, as some of the only immortals native to our world, did not have enough power to stop them. So we turned to the Aedra for help. Discord had made a pact with Sheogorath to combine their power and punish the other Princes for something that had happened to Sheogorath long ago, while Discord would continue to rule over Equestria as the God of Chaos and Disharmony." Celestia again paused, letting the information sink in, before continuing.

"The leader of the Aedra, Akatosh, told us his kin were occupied dealing with a mysterious, evil force back in their home universe. He refused to explain when I inquired about it. Luckily however, Akatosh saw the strife of the Ponies and agreed to help us defeat Discord and banish Sheogorath back to Oblivion, as the Daedra were a common enemy we both shared. Together the Alicorns and the Aedra were able to drive Sheogorath and his minions back to Oblivion, while the Aedra Magnus showed us how to use our power to create six great artifacts that could be used to defeat and imprison Discord. Luna and I were the ones who fought Sheogorath and Discord personally. Before we finally won, Sheogorath tried to turn the Elements against us, but Akatosh used the last of his physical power to cast the Mad God back to his realm. He then informed us that so long as we maintain our connection to the Elements, no otherworldly being would be able to intrude upon our world. With that, Akatosh and the Aedra vanished, and none have returned since. I fear now however, that my and Luna's connections have faded over the centuries since our victory, and Sheogorath was able to pass through the barriers between Oblivion and Equestria. This may have also weakened Discord's prison enough for his ally to free him."

The six mares were silent for a moment as they all processed this new information.

Twilight was the first to finally speak. "So the Elements of Harmony were created when this Sheogorath was trying to invade Equestria? Wait, if all of this is true, that would mean that Discord is not only still at large, but is aided by an insane god virtually no pony knows about!"

"Precisely Twilight. It is as we feared." Luna confirmed. "Discord is not only free, but more powerful than ever."

Her worst fears confirmed, Twilight's body shook from hoof to mane in shock.

"Don't worry Twilight, we beat that creep before, and will beat him again when he shows his ugly face!" Rainbow Dash declared. "Yeah, we'll get those varmint yet." Applejack agreed. This calmed Twilight down. "You're right girls, with the Elements of Harmony, will be able to stop Discord _and_ Sheogorath! I just know it!" She said.

Celestia flashed them a confident smile, but inside, both Goddesses knew that without the Aedras' power to aide them, they were not certain if they could deal with whatever great threats that may lay ahead.

* * *

**A/N: In case you were wondering why this is a Halo/MLP:FIM crossover, but the focus is mainly from the point of view of an Elder Scrolls character, don't worry. The role Halo plays in everything that is happening will become clearer soon enough. Oh and yes, the blue police box Voldy saw does have signifigance later on. Big things are on their way next chapter...**

**(Laughs ominously, disappearing into the shadows)**


	6. Chapter 5: The Elements of Chaos

**A/N: As promised, big things will be happening this chapter. **

**So without further ado, here's Chapter 5. Enjoy!**

* * *

Chapter 5: The Elements of Chaos

**Sheogorath's Palace, Shivering Isles, Oblivion**

"Yes, is there something you require?" Haskill said with a sigh.

"Fimmion hungry! Want sweet roll." The wood elf said. He randomly wandered in without explanation. He now stood before Haskill, as if expecting something.

"Do please put on some pants, you are making an embarrassment of yourself."

"Fimmion like pants. Love sweet roll." The Bosmer said replied simply.

"Ugh..., Guards." Haskill called. A duo of Golden Saints dragged the mad elf away, who could still be heard murmuring "Sweeeet rolllll". Haskill put his palm to his face, sighing again. _I, could use a vacation, perhaps for a hundred years or so... _

Thunder shook the palace as a storm passed over New Sheoth_._

Suddenly, the opening of a portal near the Mad God's throne cut his thoughts short. Haskill watched as it coughed out its previous inhabitants.

"Ah, Discord and company. I see you acquired the final 'guest' as my lord would put it. I'm sure he will be most pleased at this." The Chamberlain said. "Dare I ask, what was it like there, I seldom leave the Isles anymore."

"It was absolutely horrendous! Definitely not a good place to vacation. That is of course unless you have a set of skis and lots and lots of scarves." Discord said.

"Hey, it's not that bad you know. You just need to get a little used to it." Ice King said." Didact cracked a rare smirk, or what passed for one on a Promethean. "_I_ could hardly feel a thing, my armor is always at a constant temperature." He said.

"I find it most amusing that you require a..tin suit to do that. I can simply wave a wand, and I could feel as if I'm on a tropical island in an instant." Voldermort replied. Didact's smirk changed back to his usual sneer. "Yeah, but you don't have a wand right now, do you Voldy?" Discord added with a laugh.

"So, what are you 'almighty evil-doers' actually up to? Obviously I want to hear more about these Princesses...uhhh... I mean plans of yours." The Ice King said, scratching his large white beard.

As if on queue, another portal opened up near the previous one, this time closing to reveal Sheogorath and a new arrival donning a crimson robe and mask.

"Excellent! I see everyone is finally assembled. As promised, time to get to the cheese...no, no, the plans! Yes!" Sheogorath rambled. "But one last thing before we begin! We have yet ta greet our final partner in chaos and woe, do please introduce yourself, if you'd be so kind!"

The crimson robed man nodded. "I am the one they call Jack of Blades. It is...a pleasure to be of your acquaintance." He said, glancing at the Didact, Voldermort, and Ice King. He then turned his gaze to the Draconequus. "Ah Discord, spirit of Disharmony. Your chaotic deeds in your world are quite renowned across the Void, your quite a celebrity there. It's most pleasing seeing you in person once more." Jack finished.

"Touche." Discord replied. Sheogorath snapped his fingers, and a table and chairs appeared next to his throne. He waved his hands to the seats with a grin. At that, the villains assembled to finally discuss business. Didact sat, his chair being almost to small for his body, Voldermort and Ice King took their seats as well, Ice King muttering something about ugly upholstery. Discord merely stood to one side of Sheogorath's throne, whilst Jack and Haskill sat on the other.

"At last, we come ta the grand finale, the moment you've all been waiting for!" Sheogorath said like a game show host, pausing to look at everyone, his grin growing with each second. "The reason you're all here is for one main reason, we all enjoy causing mischief n' chaos, as far and wide as physically possible! Am I right?!" Everyone nodded in agreement. "More or less" Ice King said "Don't forget Dominance as well" Voldermort added. "And Vengeance." Didact concluded.

"And what do we need to pull it all off?" The Mad God asked. "Power!" Everybody said at once. Sheogorath and Discord laughed at this. They had indeed recruited the right kind of people. Sheogorath clapped his hands.

"Spot on! But the question is, where in Oblivion do ya get the power? Which is where ma plan comes into play. But first, a little background. Discord, if ya would be so kind?"

Discord nodded. "You see everyone, the land that I come from is a very, _very _magical one. In Equestria, there is a race of talking Ponies, of which there are three subtypes. There are the Pegasi, the winged ones, Earth Ponies, who are the 'ordinary' sort, then there are the unicorns, the magic users. Most prominent, though are the big-wigs themselves, the Alicorns. Not only do they have the wings of a Pegasus, but also have magic ability far greater than most unicorns. There are two specific Alicorns princesses who rule Equestria..." Discord cringed his face in distaste, "Celestia and Luna."

Ice King perked up when hearing the last part. Voldermort scoffed. "I've seen all manner of magical creatures, but _talking ponies_? What nonsense."

"You would be surprised Voldy." Discord said with a laugh. "Anyways, Celestia is Princess of the Sun, and is responsible for raising it each morning, and lowering it each evening. Luna is Princess of the Night, and raises and lowers the moon. They have great power, but ugh! They are probably the most nauseating do-gooders you will ever have encountered. _'Friendship this, friendship that.' _Blah Blah blah!"

"Beings that can raise the sun? That is nothing, my people in their prime _built _stars, then we built planets _around them._" The Didact said haughtily. "Your people always were very show-offy, weren't they Didact?" Sheogorath said.

Another thunder-clap rolled across the sky outside, now accompanied by occasional bolts of lightning.

Discord continued. "Before they came to power, _I _was the ruler of Equestria. Oh, such chaotic fun it was! Then those Aedra types showed up and ruined everything! They showed the Princesses how to create some powerful artifacts called the Elements of Harmony in order to imprison me and drive Sheogorath and all the other Daedric Princes out of Equestria's world."

Sheogorath nodded. "Exactly, and now what we seek is payback. Discord here want's his realm back, n' I have a bit of a score to settle with certain...individuals if ya will, or if ya won't. And that's where ya all come in. To do all that, we need to harness Equestria's magic. This power, once we are victorious, shall be split evenly between us. Now I could just go n' create some giant soul tomato or what not to absorb the magic me self, but that wouldn't be practical now, would it? And worse off, the power is guarded, _and _wielded by a certain six ponies I shan't name. Ask Discord if you're curious, he knows who em' talking about. Any who, the power they wield is the Elements dear Discord was describing a moment ago." The Mad God tapped his cane and six, three-dimensional images appeared over the middle of the table.

"These here, and their owners, are our sole obstacles to obtaining Equestria's magic." Five of the images were of distinctively designed golden amulets. The sixth was some kind of golden crown or tiara. Each design was unique and beautiful.

The first of the amulets had a diamond-shaped amethyst. "The Element of Generosity." Sheogorath said. He revolved the images, moving to the next, which had a balloon-shaped sapphire gem. "Laughter...". The third was a lightning bolt-shaped ruby. "Loyalty...". The Fourth was a gemstone cut to resemble an apple. "Honesty...". Fifth, and last of the amulets, was a pink gemstone cut in the shape of a butterfly. "...and Kindness." The crown was last. It's rim was studded with seven small sapphires. The most prominent gem was a purplish ruby cut in the shape of a six-pointed star. "This here is literally the jewel-in-the-crown of the artifacts " Sheogorath said with a chuckle "The Element of Magic. Powerful, and, when combined with the other elements, very-very potent... and dangerous."

"And this is where we need you all. Notice that there are six elements, and yet there are also six of us. To challenge the Elements of Harmony, we will need our own Elements." The Daedra broke into a grin. "The Elements... of Chaos!"

This caused a rush of banter among the assembled villains. "Assuming these Elements of ours will be following similar naming conventions, what shall each of ours be called?" Didact inquired. "Just how do you intend to create these so-called Elements?" Voldermort asked. "Mine better match my irresistible charm." Ice King declared. "Why do I need some trinket when I have the Sword of Aeons?" Jack of Blades also asked.

"Now, now, one at a time. There is plenty of info to go around gentlemen," Discord said

"My my! Your enthusiasm is astounding. About making them, many of ya already wear somethin' I could imbue with the necessary properties to counter the Elements of Harmony. But for those of ya who don't..." Sheogorath snapped his fingers, and two objects appeared.

The first, which appeared on the table next to Voldermort, was a blood-red wand that had a serpent coiled around it. The Dark Lord picked it up in his hand, eyeballing it. He nodded approvingly.

The other object appeared next to Didact. It was a blade, made of gleaming blue hard-light energy. It very closely resembled the ones wielded by his knights, but with an ergonomic hilt and pummel made of the same substance as his armor. The Didact grabbed it, standing up to feel the weapon in his hands. It was of perfect balance and weight for his massive form. He sat back down, with the blade now secured at his hip, satisfied.

"Now with that out-of-the-way, let's get on to distributin' the enchantments, eh?" Sheogorath said. He raised Wabbajack, and a blue-white light emerged from its tip. The energy channeled out too each of the villains, save for Discord.

Ice King's crown was struck first, and Discord said, "Element of Contradiction, for you are the master of Ice, but your heart burns with a not so hidden obsession."

Jack of Blades' mask was next. He flinched ever so slightly as the energy struck him. Discord spoke once more, his face in an evil grin. "Element of Greed, not even fame was enough, All the world was to belong to you..or it would suffer."

Voldermort's new wand was then struck. "Element of Tyranny, many feared to even utter your name, for you would do anything to seize power."

Didact was the last, the energy striking his elegant new sword. "Element of Deceit, you turned against your people's Mantle, their most sacred doctrine, to further your own agenda, even if it meant the sacrifice of your own comrades." Discord declared.

Discord then turned towards Sheogorath as he held the Wabbajack out, energy still surging from it. They grinned at each other. "Element of Madness, for Mania and Dementia are your domain."

Then, the energy finally struck Discord, lighting his eyes up with pure energy. Everyone else's eyes, save for Haskill's followed suit. Discord issued his signature laugh as the power coursed through him. "And I, am The Element of Chaos!"

Sheogorath began laughing maniacally; Jack of Blades, and the Ice King joined in the laughter, eventually even Voldermort began cackling. Didact however, didn't utter a sound.

"Together, we are..._The Elements of __**Chaos**_!" Discord exclaimed. A particularly large bolt of lightning shined through the window, echoing across the large room and intensifying the moment. "Equestria's magic shall be ours!"

Their ominous laughter echoed across the room as intensely as the rain pattering upon the large window.

* * *

**Canterlot Palace, Celestia's Bed Chambers**

The Princess of the Sun awoke with a loud gasp. A thunderstorm was raging outside her windows overlooking the capital city, pelting the elegant glass with thick sheets of rainwater, causing a loud pattering noise.

Two Royal Guards burst in through her door. "Is everything alright your Majesty?" The normally stern, stoic guards now wore intense concern on their faces.

"I am fine...just, just a bad dream is all." Celestia gave them the most reassuring smile the Monarch could muster.

"As you say, your highness." The duo reluctantly left the Princess to her thoughts, closing the door firmly behind them.

_Something is just not right...I can feel it. There is a power brewing somewhere, and...another force, just as strong, but darker...what could it be? I must discuss what I saw with Luna at dawn. _With a sigh, the Monarch laid back down.

The rest of the night yielded Celestia a light, dreamless sleep. The storm continued its forlorn rule over Canterlot, its dark clouds and thick rain blotting out Luna's brilliant silver moon.

* * *

**A/N: Oh no, what's got the Sun Goddess so tense? We'll just have to wait until next time. Even _bigger _things are on their way... **

**Ta! -The Elder Dragon**


	7. Chapter 6: Chaos Meets Harmony

Chapter 6: Chaos Meets Harmony

**Sheogorath's Palace, New Sheoth**

The lightning storm had died down over the capital of the Shivering Isles after the recent events that had transpired. In fact, it seemed as if some great power had, on its own, bent the weather to act according to its whims.

The six villains were circled around their table, still quivering with the energy that they had been imbued with.

After a moment of calming down, each began to inspect what was now their own Element of Chaos. The Ice King reached up towards his crown, rubbing it fondly and murmuring to himself. Didact inspected his sword a second time, now noticing the formerly blue blade now glowed a threatening orange color. Voldermort twirled his new red wand in his hand, sizing it up, occasionally performing a few minor spells. Jack kept his grip on the hilt of the Sword of Aeons, giggling darkly to himself.

Sheogorath and Discord, however, had retreated a few paces, whispering something to each other out of ear shot, occasionally glancing slightly at a dark corner of the throne room. Sheogorath's Element had been, and still is his trusty Wabbajack. Strangely though, Discord did not have an object representing his, the most powerful Element, Chaos. Instead, his entire body now glowed in a faint red aura whenever he stood still long enough. He had become the living embodiment of Chaos, as he had been before, but now with even more power at his disposal.

When everyone finished admiring their new-found abilities, and the two Chaos Gods had finished their hushed conversation, Sheogorath fixed his insane gaze on everyone. "Well now, look at you all, ya look like fillies on Hearth's Warming Eve ya do! You're all positively beaming!" The Mad God smiled his cheerful smile. "Now who's ready to set our plan into motion, hmm?" The other four stood up, expressing their eagerness to begin.

Discord shared Sheogorath's grin. "Ah! Finally we can get back at those darn Ponies for their meddling. And hopefully we can cause a little...Chaos while we're at it, eh?"

Sheogorath winked at the Draconequus and with a snap of his fingers, the assembled evil-doers disappeared into thin air, leaving a cloud of purple mist in their wake.

* * *

Oddly enough, nobody seemed to notice the mysterious figure that had been watching them from a dark corner. The Figure chuckled to himself, rubbing at his wispy beard. He had watched the whole thing, the maniacal laughing, the scheming, strange off topic mentioning of cheese, the energy radiating from the staff towards the others, quite fascinating indeed. With that, however The Master's curiosity was satisfied.

It was now time to proceed with his next convoluted plan to thwart the Doctor's activities across time and space. With one final chuckle, the Master disappeared to parts unknown.

Haskill glanced suspiciously at the dark corner. He sighed to himself. _Time to have more torch sconces installed, I do tire of trans-dimensional interlopers coming and going as they please in my Lord's realm._

* * *

**Ponyville, Equestria.**

Rainbow Dash was enjoying yet another peaceful nap on a cloud. It was a perfect, lazy massive cloud formations to have to wrangle with, nothing.

Suddenly, a strange, loud noise on the ground awoke her from a pleasant dream. _Whoever that is, they're gonna pay for disturbing a good nap! _The rainbow Pegasus got up irritably and stretched her wings. She glanced down at the ground to investigate whatever it was that had rudely awoken her.

What she saw was strange, to say the least. There stood, at the edge of the Everfree, five strange humanoids of various appearances. Standing alongside them, with a massive grin on his face, was a certain Draconequus. _Wait, Discord!_

At that, she immediately bolted off into the sky towards town to warn everypony and find her friends.

Luckily for Dash, the villains had not noticed her flying away.

* * *

Everyone save for Discord and Sheogorath looked around at their curious new surroundings. "So this is the land of these Equestrians you've mentioned so much about Discord? Hmmm, it is beautiful. Much like how you would have found any proper Forerunner world." Discord scoffed. "Oh sure, it may be pretty, but it's so _boring _on its own. Time to change some things around!"

"This place reminds me so much of Albion, it will be a pleasure _**watching it BURN!**_" Jack of Blades proclaimed. Sheogorath shook his head. "Perhaps Discord shoulda just made ya the Element of Psychotics, eh? Just leave the cheery, Demented stuff ta me ma dear Jack!" Jack gave a defiant giggle in response.

"I swear, I saw the creep! And it looked like he brought some weirdo friends of his this time too!" Rainbow Dash said. The mare kept pacing back and forth across the floor of the Library.

"I know you may have seen Discord, but now is _not_ the time to panic, Rainbow Dash!" Twilight told her. The Mane six had all gathered at the Library as soon as they had heard the alarming news. "We need to inform Princess Celestia about this first before we do anything! Who knows how powerful these other beings Discord brought with him are?! Spike, send this news to the Princess, you know what to write!"

"I'm on it Twi!" The baby dragon hurried to find a scroll and quill.

"So Rainbow, what did these other creatures look like?" Twilight asked. "Well, they all stood on two legs like Discord and Spike, and one of them was almost as tall as Discord himself. The tall one was wearing some kind of floating armor. One of them looked like some kind of king, he was the shortest. Another two had a red cloak and a black robe, one of them wore some kind of a creepy mask. The last one had a cane and a beard, and his clothes were pretty ridiculous." Dash explained.

"Wait, beard and cane...beard..and..cane, that sounds like the feller Celestia was talkin' 'bout!" AppleJack said. "Your right AJ! Discord's brought the Prince of Madness with him! That means Equestria is in grave danger!" Twilight said.

_It's alright Twilight, just keep it together, we can handle whatever they have to throw at us, nothing can beat the power of Friendship! The Elements __**will **__stop them. They have to! _Twilight though to herself. She got it together and looked around at her friends. She was both relieved, and discouraged to see that they too, shared her concern. That is, except for Pinky Pie.

If the excitable party pony was worried, she kept it well hidden beneath that trademark grin of hers. "Cheer up guys!" She said, "How evil can they be? OOO! Maybe they just want to have some fun we should see if they want to throw a party I just love parties maybe they'll be nice if they just get the chance to enjoy some of the Cakes' excellent baking we should go see what they are up to we should introduce ourselves!" Pinkie said it all in one breath.

The rest of the Mane Six gave a collective sigh of frustration. "Ugh, Pinkie Pie!"

"I've seen it, they're with Discord, and are nothing but _trouble _Pinkie! Trust me on this, okay?" Dash said with another sigh.

"Well fine then, be meanies." Pinkie Pie said, pouting.

Suddenly, a scroll appeared in front of Spike as he burped. Twilight quickly grabbed it and unrolled it.

_Twilight_

_You were right to warn me instead of you and your friends going in and facing Discord alone. I fear his new allies hold great power, and only the Elements of Harmony can stand up to them. But I am still worried. _

_Me and Luna are on our way. Please do not confront Discord until we arrive unless he attacks Ponyville directly. I wish for us to face him with our full combined power just to be sure._

_Be brave, but above all, keep yourselves and Ponyville safe, my faithful student._

_Princess Celestia._

* * *

The villains stood at the edge of the woods, gazing at a large collection of buildings just down the road.

"That should be it, the peaceful town of Ponyville. Formerly, and soon to be once more, the Chaos capital of all Equestria!" Discord declared with a laugh.

"Is this really where we are to face the all powerful Elements of Harmony? Humph! It is little more than a quaint hamlet." Voldermort said mockingly.

"Don't be so quick to dismiss things based on appearance alone, Dark Wizard. I think you will find that the greatest threat to one's power, can originate in the most humblest of places." Jack of Blades said thoughtfully, grasping at the pummel of his ancient sword.

Didact stood with a troubled look on his face. "Why the long face big fella?" Ice King inquired. "I am, unsure as to how we should approach this area. Based on the primitive nature of this settlement, I do not anticipate the inhabitants to be much of a threat." The Promethean replied.

"Oh quit your worryin Dear Didact. The inhabitants of Ponyville are of no concern to us whatsoever. The might as well just be little pebbles in the cobblestone. We're here to face the Elements of Harmony." Sheogorath's face and tone darkened suddenly. "Nobody else."

The Elements of Chaos then got onto the road, approaching the unsuspecting town with a quickening pace.

As soon as the residents saw Discord, it was enough to make them sprint into their homes, locking doors, drawing blinds, and closing shutters in their wake.

The few Ponies brave or unlucky enough to stay out in the open hid behind whatever objects they could find, or merely stared at the villains, their postures defensive and alert.

As the villains approached what appeared to be the town's library, Jack of Blades regarded the remaining Ponies, his grin hidden by his mask. Didact ignored all of them, as did Voldermort. Discord waved at one or two on occasion, who merely stared back in fear, Sheogorath saw this, and chuckled all the way to the Library.

The Library was set into a hollowed out, ancient Oak. It was the inhabitants of the tree though, that the villains were after.

As the Six mares exited the Library to see the threatening newcomers in person, their expressions were a mix of surprise, anger, fear, and defiance.

For a moment, everything was silence as Harmony stared Chaos in the face. Then, Discord finally spoke. "Well, well, well! If it isn't the Elements of Harmony again! Oh, we have to stop meeting like this!"

"Whatever it is you and your pals are planning, we're going to stop you! I don't care if you're all kings of the multiverse or whatever!" Dash shouted at them. Discord adopted the bored expression he had the last time he had confronted the Elements. "Oh, Rainbow Dash, don't be so rash. You tiresome Ponies only defeated me last time because I underestimated the Elements. But now, I have some... muscle, to back up my Chaos!" He replied with a laugh.

"My my you are a feisty one ma dear Dashie! Ya do realize that the last time you and your friends zapped him with those trinkets, ya only teleported him to ma dimension, right?" Sheogorath said, laughing as well. Dash gave him a sneer that could rival the Didact's own.

"The Elements have shown us over and over again that Chaos can never defeat those who have friendship and love in their hearts. Harmony always wins out!" Twilight said. The unicorn had by far the most defiant gaze out of all of the Elements of Harmony.

"Enough talk!" Voldermort shouted. "We've come to seize your power for our selves, and I grow tired of waiting. Prepare for your demise!" He raised his wand in an offensive gesture. Didact and Jack of Blades drew their blades in kind, the latter laughing demonically. Ice King gave out a growl and raised his hands in the air, Ice Spells swirling around them waiting to be cast.

Discord and the Insane Daedra were still standing there casually, however.

Sheogorath look from the six mares to his alert companions and back. "My, my! Why so hasty? I like good violence as much as the next demented Daedra, but there is so much more ta battle than just spells, swords, n' explosions ya know! There are much more entertainin' and creative ways to deal with opponents. Why spoil the moment." He said. He turned back to the Mane Six.

"Lets just handle this duel like civil Mares n' Men, eh? Tell ya what, you can go ahead and make the first move." Sheogorath said, smiling.

For a brief moment, Twilight's face registered surprise, but then it was hidden again by her defiant gaze. "Very well, you asked for it. Lets send these creeps packing back to where they belong, and deal with Discord once and for all! Come on girls!"

Each of their Elements ignited into pure magical energy. Like before, the six ponies formed a great orb of energy and light around themselves. The energy traveled between them, eventually coming towards Twilight in the middle.

In response, the Elements of Chaos ignited theirs as well. The eyes of the Mane Six and the villains alike lit up with pure power. Just as the Elements of Harmony were about to be unleashed, a powerful voice issued, stopping everything in its tracks.

"STOP!" Both parties turned towards the voice. Flying towards them at top speed were Celestia and Luna themselves. Celestia's royal voice was powerful enough to turn even the eyes of a Daedric Prince it seemed.

"Princess Celestia! Princess Luna!" Twilight exclaimed. "We were just about to unleash our power and defeat these villains!" "Yeah! With you here, now they have no chance your majesties!" Rainbow Dash added.

Twilight, girls, it's now what it seems! They _want _you to attack them!" Celestia said, her voice trembling with urgency. Twilight and the others were utterly confused. "Wha-, but I thought that would defeat them! What's going on Princess?"

"They want you to attack them, because Sheogorath and Discord," Celestia glared at the two. Sheogorath waved cheerfully at her. "have found a way to turn themselves and their companions into magical _batteries_! If you use the Elements against them, they will not be turned to stone, they will **absorb you and your friends' powers**!"

"But how did you figure this out Princess?" Twilight asked.

"Tia, should we tell them about, well, _her_?" Celestia looked to her younger sister. "I don't think we have much choice, Luna. Everypony needs to know what is truly happening!"

The four villains stood there, flabbergasted, that their enemy had already divined their plans. What shocked them even more was Discord and Sheogorath's reactions. They were completely unsurprised, almost as if they had counted on something like this happening.

"We must explain to everypony the true dangers she has warned us about. " Celestia continued.

Suddenly, a soft, refined feminine voice cut into the Princesses' worried conversation.

"That won't be necessary Princess Celestia, Princess Luna. Just as I informed you, so must I bear the burden of informing the rest of your people." The voice said.

The voice was hauntingly familiar to the Didact. While his three colleagues were still fixated on the Princesses, Sheogorath, and Discord, he turned to the direction of the voice. The voice's owner, floating near the Alicorns, turned to face the Promethean as well. _Impossible..._

"Didact? I had hoped I would not see you, of all beings, involved in this! You do not know what it is that is truly happening, do you? Then the urgency at which I most inform you all is even greater then I had foreseen."

Discord looked up at the figure with annoyance. Sheogorath merely flashed her a knowing smile. The Didact, however, approached the figure. He clearly knew who she was.

The figure drew in a breath, before she continued her speech, her face a mask of sorrow. "For those of you to whom I have not been acquainted, I, am the Forerunner, known as the Librarian. And what I have to tell you, involves each and everyone of you and your worlds. For you see, a truer, greater threat... looms over us all."


	8. Chapter 7: The Librarian's Vision

**A/N: Finally, Chapter Seven of Friendship is Chaos is live! It took a bit because my other projects are eating up a lot of my time at the moment.**

**Some of the stuff in this chapter might interest or surprise you if you are a big Halo Historian, or Adventure Time, or Fable, or Elder Scrolls, or MLP Historian...**

**Ahem. Anyways, Happy reading!**

* * *

Chapter 7: The Librarian's Vision

**Ponyville, Equestria**

"Now I am seeing ghosts, is that it? Have I truly taken leave of my senses..?" Didact said. He absolutely could not believe who it was that stood before him.

"My Husband, there is so much happening that you do not realize. You don't understand what it is you or your allies claim to seek. Is your hatred for Mankind so great, that you would allow yourself to be a mere _pawn_ in someone else's game?" The floating woman said.

"Pawn! Bah! I _do _understand. We are to acquire the Elements of this land to further our own goals. Our alliance, these 'Elements of Chaos'," Didact looked at the other villains with a sneer. "is one of convenience. Only together can we absorb Harmony's power. And none of us are subordinate to any of the others. I am also aware of the fact the Mad God and Discord are withholding information from me. But whatever it is, I am certain it is of no consequence to _my_ plans." Didact shot back.

The Promethean than posed a question. "And what are you doing in this world anyhow? I thought you died when the Halo Array swept through the Galaxy after Bornstellar fired them. How did you survive Librarian?"

"Not now, Didact, in due time you will know. But now, it is time you, and everyone, know the truth. The truth that two of your companions have known all along." The Forerunner Lifeworker gestured at Discord and Sheogorath.

Sheogorath took the moment to address Librarian for the first time. He had the dark, dangerous look on his face that was signature of his Demented side. "You again woman?! First Celestia, then that know-it-all blind seer Theresa, now you? You do-gooders are really starting to make me an impatient Daedra! Oh, and trust me, there ain't nothin', more dangerous, than an impatient, PISSED OFF DAEDRIC PRINCE!"

"Easy now, Sheo. We mustn't let them get the better of us! It won't kill everyone to know, seeing as how _everypony_ will be dead if our true plan fails anyway." Discord cautioned.

The last part of Discord's statement drew everyone's attention towards him, then after several moments, to the Librarian for answers.

"As you see, these two know more than they let on. They seek to combine their powers with the power contained withing the Elements of Harmony, as well as the power of all your Elements of Chaos. They seek all this power...not for Chaos, nor conquest, but to fight an enemy that threatens _everything._" Librarian paused, looking to each and every one of the beings in front of her.

"All of your worlds, and their inhabitants, good, evil, neutral, it does not matter, are threatened by this enemy. They are the true danger Celestia mentioned. And its origins can be found in the most ancient records of the Forerunner Ecumene."

The Librarian waved her hand, and a bright light subdued the vision of all beings present. As the light faded, they all saw a vision of the distant past.

"In me and my Husband's universe, 10 million years before the fall of our Ecumene, there was a great and powerful god-like race that called themselves the Precursors." The Librarian said, narrating.

Everyone could see what could only be the Milky Way and it's satellite galaxies, as they appear from intergalactic space. Numerous constructs of inconceivably massive proportions held position, as if watching the galaxy.

"The Precursors were the creators of all life in the galaxy, and it is theorized they created specific races for a very specific purpose. Central to their civilization was the Mantle. The Mantle declared that it was the sacred duty of the most powerful race to become the Guardians of all living things. In time, the Forerunners were the next species intended to be given that task." The Librarian paused.

The vision changed to one of a fleet of Forerunner warships attacking the mysterious objects. The constructs did not move to defend themselves.

"Then, Something went wrong, and the Precursors then called for the removal of the Forerunners, and for a new species to assume the Mantle, Humanity. My people reacted with extremely savage violence. They drove their creators out of the galaxy in rage, chasing them to Path Kethona."

The image shifted to the smaller galaxy nearby.

"It was there that the true atrocities took place. Unknown countless numbers of the Precursors were killed off without mercy. The few that remained, took two courses of action. Half of them fled to other universes, never to be heard from again, and the others chose to remain. They put their bodies into a state of extended hibernation, by literally turning to dust. When the galaxy was ready, they would one day re-emerge. However, after 10 Aeons, the dust had decayed. It was now only capable of creating horrific abominations." Librarian's voice began to quiver as she spoke, but she continued onward.

"These abominations, would come to be known as the Flood."

The image changed once more, this time to that of grotesque scenes of nightmarish creatures attacking Forerunners, Humans, and other species.

"When the Flood was finally awoken from their ages-long slumber, the Parasite arose and fought the mightiest galactic powers of the day."

The image flashed between that of the Didact before his disfigurement, scenes of the Ecumene Council in session, the Human capital of Charum Hakkor, and various titanic battles between the Humans, San 'Shyuum, Forerunners, and the Flood.

"Humanity and its ally solely pushed the Parasite back, but they were no match for my Husband's armies when they came. Humanity was defeated and forced back to the Earth. The fighting left my people weakened as well. And when the Flood finally came for us 10,000 years later, we were no match. After 300 years of ceaseless warfare, my people made a final decision."

Now the image portrayed the Greater and Lesser Arks, building and deploying what would become the second Array of seven Halo rings.

"We would save all life in the galaxy...but at a cost. All complex life that could not be indexed by my Lifeworkers, including the Forerunners themselves, would face extinction as the Array's pulse swept across the Galaxy."

Everyone watched as the imaged showed Bornstellar activating the array. The pulse was seen spreading across deep space. It swept across entire planets and star systems, leaving them free of all animal life, as well as the Flood.

"But that is not all the Halos had done. When they fired, the pulse produced an additional effect no Forerunner could have ever predicted. The reach of the Array's pulse extended beyond the galaxy into _your _worlds. But when it hit them, it did not kill a single living thing. Instead, it released the Precursors who had decided to hide in those universes. When they were free, they each began meddling in each world's affairs, causing destruction, chaos, and misery in their wake."

Images of the various worlds began playing out in front of everyone. The first portrayed a massive Spire over a darkened city.

"The Precursors in Albion showed the Archons of the Old Kingdom how to build this monstrosity. It was intended to channel enough magical power to make Albion's ruler into a god. Instead it destroyed the Kingdom and unleashed dark beings from your world that eclipse even your power, Jack of Blades."

Next, an image of the Earth under nuclear bombardment could be seen. "Ice King, your world was shaped into Ooo by the Mushroom Bomb. This bomb was introduced to the warring humans of the time by a Precursor to bring about the arrival of the Lich, the greatest evil your world has ever faced."

A new image, this time of Wizards fighting non-magical Humans appeared.

"Voldermort, there was a time when all in your world could use magic. The Precursors manipulated many humans into surrendering their magic in exchange for immortality, which was never granted. After that, Humans would forever be divided between magic and technology. This rift has torn your world apart since."

The next image showed various gods and spirits in combat with one another.

"Jygallag, Daedric Prince of Order. As you are aware, it was the Precursors who convinced your fellow Princes to betray you and turn you into the Mad God, Sheogorath. You lost your once powerful realm to chaos and madness. They were also responsible for the war between the Aedra which had threatened to tear Oblivion, Nirn, and Aetherius apart, and also left the Aedra too weakened to protect your universe from the Precursors.

Then, the image changed to Equestria, as it was during Discord's reign.

"Discord, your reign of Chaos was indeed so, but what was unique was that it was destined to last forever. The Precursors changed that by instigating war among the Daedra and Aedra in your world. This lead to Celestia and Luna being taught by the Aedra how to remove you from power and banish Sheogorath back to his universe. With the Princesses in power, harmony and peace spread across Equestria, but it was only finite. As the Precursors had predicted, Celestia's power in the Elements would fade, rendering Equestria open to further manipulation from them. If you had stayed in power Discord, the Precursors would not have been able to further their goals in your world, Sheogorath's world, or any of the others."

"While I do not know the Precursors' specific goals, I do know they can only lead to darkness and despair for all. Perhaps they intend to end all existence as we know it. Regardless, they must be stopped. Now, before I release you all, you must face this great Evil yourself to truly understand it. Prepare yourself!"

The images all disappeared, and the vision changed from light to one of darkness. Darkness as black as the void of space.

Suddenly, a deep, impossibly ancient sounding voice issued from everywhere at once, echoing.

"_Our urge to create is immutable; we must create. But the beings we create shall never again reach out in strength against us. All that is created will suffer. All will be born in suffering, endless grayness shall be their lot. All creation will tailor to failure and pain, that never again shall the offspring of the_ _eternal Fount rise up against their creators. Listen to the silence. Ten Million years of deep silence. And now, whimpers and cries; not of birth. That is what we bring: a great crushing weight to press_ _youth and hope. No more will. No more freedom. Nothing new but agonizing death and never good shall come of it."_

"_We are the last of those who gave countless beings breath and form, millions of years ago. We are the last_ _of those you Forerunners defied and ruthlessly destroyed. We are the last Precursors. And now __**we are **__legion."_

"_Now, many echoes of chaos ring across the voids between worlds. Sounds of war, sounds of deceit, sounds of imbalance. In time, all will drink of the sweet ambrosia that is disharmony. Then, after the mighty primordial Elements fall, spent and discarded, then at last our vengeful will shall stand fulfilled. Sweet silence shall reign again, eternal and unbroken."_

As the sinister voice concluded its monologue, it broke into a laugh. The laugh was full of evil and malice, and sounded as if a hundred or more beings were laughing at once in unison. It slowly faded away, decreasing in volume.

Finally, the vision itself faded, and everyone could once again see each other and the normal world. All was quiet, but many of the sane beings present could still hear the laughing in their heads.

Almost everyone, even the mightiest of the villains were shaking with some form of apprehension.

The only beings still calm were Librarian, the Princesses, Sheogorath, and Discord.

While everyone else was only shaken or fearful, Didact looked as if he was about to have a heart attack, or the equivalent, in a Forerunner's body. The normally stoic Promethean was literally trembling like a leaf.

The Librarian floated down to approach him. "Be still, my Husband. I know your encounter with them was traumatizing, but you must be strong for what is to come. While you may not be a god like some of the other entities here, you alone have the most knowledge of how to defeat the Precursors!" Didact didn't say anything to her, merely instead choosing to sit on the ground, trying to calm his shaking form.

Everything was quiet again, until Sheogorath began clapping. Everyone who had calmed down enough looked at him. He had a bleak smile on his face.

"So I see ya know all about it too, eh Lifeworker? Charming. Positively charming! Ya may have just gone n' made everyone into a bunch o' mental patients. As entertaining as that'd be, it wouldn't make em' very useful for me and Dicord's battle against those Precursors now, would it?"

Celestia shook her head at this. "The only way to properly lead is through honesty, respect and kindness. Manipulating others into following you through deceit or fear only creates fragile alliances that shatter before they can accomplish any real good."

For once, the Mad God was left speechless. When he finally found his voice, he said: "I gotta hand it to ya Tia, ya always were the clever one. Luna, on the other hand, was always the rash, hasty one." He grinned at Luna.

"Enough games Mad God!" Luna scolded.

"Well, you guys just turned our whole original plan on its head, didn't you?" Discord said. "Without the power of the Elements of Harmony, how are we six going to have the strength to get back at those depressing Precursor fellows?"

Librarian, seeing the Didact had calmed down, answered Discord's question.

"Simple. You and the Elements of Chaos, rather than steal their power, shall unite with the Elements of Harmony. My Husband, given his experience against these monstrous beings, shall guide and direct all eleven of you."

"**What**?!" The Mane Six and Villains exclaimed simultaneously.

That brought a rare smile on the Promethean General's face, one of a few ever in his long life. He would finally be able to lead something into battle once again.

_Time to set our differences aside, at least for now. Judging by the words of these Ponies' ruler Celestia, I could effectively guess she would do the same in my shoes. Very well. At our hands, the treacherous Precursors will meet their demise. Not even a race of vengeful gods can stop the combined, if contradictory, power of Chaos and Harmony. Could it be, could Friendship truly be Magic? Could it really win out, that I could even come to accept and tolerate Humanity as well? Hmm, maybe I have lost more of my sanity than I care to believe. _The Didact mused.

"Very well, Librarian. I will side myself with these Equines, and face our true foe."

"Excellent Didact, thank you. But you and your new allies must prepare quickly, for the Precursors are aware of what has happened here. They will soon arrive in Equestria in full force." Librarian said.

"I assume with this union Librarian, that Me and my sister will not have to fear danger for our subjects?" Celestia inquired worryingly.

"Mostly Princess, but do take extra precautions in case of an unforseen event. The Precursors are very powerful beings."

"Powerful or not, they thought they could use _chaos _to defeat us? **I _am _**Chaos. Such arrogance spoils my mood, I must say. Let's deal with these let downs, shall we Didact?" Discord declared.

"Yeah, It's about time we show em' what for. Wabbajack is gettin' restless over here!" Sheogorath added.

"We shall meet them in battle when they arrive. Just pray that they do not bring the Parasite with them." Didact concluded.

* * *

**Didn't see that coming, did ya? **

**Thanks for reading! Please Review if you like what you read, it really means a lot!**


	9. Chapter 8: End of Days?

**A/N: Sorry for the long wait, but my other story has been eating up a lot of time. But, as you can probably see, this is a pretty big chapter. **

**Happy Reading!**

* * *

Chapter 8: End of Days?

**Ponyville, Equestria**

**Town Library**

Everyone, Pony and Villain alike, had gathered in Twilight's library to discuss preparations for fighting the evil force when it arrived.

"Didact, just how are we going to fight these monsters if they are capable of destroying entire worlds as if they are mere toys to cast aside?" Celestia inquired.

"The only way we can, Princess. We shall use our Elements for what they truly are." The Forerunner ran his blade around in his hands. "Weapons. Powerful...and elegant, weapons."

"Are you sure they cannot be reasoned with, must we resort to violence to settle this?" Twilight wondered.

Discord shook his head sadly. "Oh, my dear. So naïve."

Sheogorath frowned at her. "Weren't ya payin attention when ya heard that creäture yappin' its trap, girly? A being like that cannot be stopped with words, only pure, unadulterated magical _power_. Why do ya suppose we wanted your elements so badly, huh? It's because you six, are so very, very naïve."

Twilight was about to prepare a snappy remark, while Rainbow Dash's temper began to flare, but both were interrupted by the Librarian.

"Stop! Let us not be divided! Petty squabbles will mean the doom of us all. Don't you see? These creatures feast off of our hatred and resentment. Fighting ourselves will only make them stronger."

Suddenly a booming voice tore through the Library.

"_Indeed! Your conflict, your disputes, your bickering. It is all so very, very _refreshing_. Continue!_"

The Didact's rage was released once again. "Who are you, Precursor? Reveal yourself to us all, face us so that we may be rid of you forever!"

The ancient voice laughed it's insane, echoing laugh. It shook the very walls of the Library Tree.

" _Such arrogance, young one, it is most amusing. You may call me... the Timeless One."_

At this, the Promethean's rage only grew, as he recognized the name.

"I destroyed you on Charum Hakkor, abomination! Your very body disintegrated! How is it that you still exist?"

"_Do you not understand our ways? We can transcend reality itself with our very consciousness. As lesser mind would say: 'mind, over matter'. When my most recent physical body was destroyed, I merely pulled my essence back into the Domain. When the Array fired, and the Domain destroyed, I took shelter with my brothers and sisters in the outer realms. And now, we shall return. We have defied even gods and demons to reach this point, and now, nothing will stop us. Prepare for our arrival, Elements, for we _are _the Precursors, and our answer is at hand!"_

The hated creature's laughing echoed all across Equestria this time, before it faded into nothingness again.

"They're closer now then ever! I can feel it! In ma bones!" Sheogorath interjected.

"I say we just drag them here right now and freeze em" Ice King suggested, casting snowflakes around in his hands.

Everyone began murmuring about ways they plan to fight the Precursors. Some mentioned how uncertain they were about fighting something they had never even heard of before. Didact faced everyone, as if ready to give a speech.

Just before he could speak, the Timeless One's disembodied voice boomed again.

"_We're coming! Second by second, we march towards our victory, aeons of waiting.."_

"SHUT UP WITH THE PHILOSOPHICAL NONSENSE! Now you've done and pissed off the wrong Daedric Prince, you meddling, power-hungry little mortals!"

Sheogorath raised the Wabbajack and began channeling energy from the Elements of Chaos and Harmony.

"What are you doing Mad God!" Discord and Celestia shouted simultaneously.

"What do ya think I'm doing? I'm forcing them here! It's time we face them for a little, oneon one! They've wasted enough of ma time already."

"Finally!" Ice King exclaimed.

Wabbajack increased in power until it unleashed it in a massive shockwave that drove hundreds of books off their shelves, shattered windows, and toppled loose furniture.

Everyone tried to calm down as the charged air in the room dissipated. But then their eyes were drawn to the doorway.

"Our enemy has arrived." Voldermort declared, peering out the door.

The sky had become a hellish scene. The clouds were blood-red as massive portals of fire opened up all across to the horizon. Deep into the depths of the portals, one could see the swirling blue maelström of transdimensional slipstream space.

What emerged from the portals, however, was nearly indescribable. Massive ships made of a crystalline type metal emerged, greatly resembling Forerunner Fortress-class Ships, or High Charity, but more bulbous.

A few of the ships seemed to bend in between time and space itself, creating warped images of themselves. All observing them on the ground were left speechless, their fear and curiosity leaving them frozen in place.

"_Very well, deluded ones. If you seek to hasten your destruction, then we shall see fit to accommodate you! We givers of life shall give not but suffering! And now, you shall have us!"_

As the Timeless One laughed once again, the occupants of the ships manifested themselves before the 12 Elements.

They were massive, armored creatures, resembling a strange cross between Human and Forerunner, with _2 _sets of powerful looking arms. Their eyes glowed with pure white energy, and their hair was the color of fresh snow.

Their armors' appearance was similar to the Didact's, but made of pure white, crystal_-_like energy and seemed to float around their bodies rather than being worn by them. Underneath, the beings appeared to be garbed in body suits that conformed to their musculature, which greatly resembled that of Human statues of the Titan Atlas.

The one that called himself the 'Timeless One' was the last to appear. Unlike his comrades, he was cloaked in a flowing, exquisitely snow-white robe with crystalline embroidering. The elegance of the robe was almost enough to make Rarity faint. The Precursor also had a beard that any wizard would be proud of.

Giving the robed Precursor a cursory glance, Librarian mused to herself.

_How could creatures of such god-like grace and power have resorted to such dark barbarism and corruption as the Flood? It is unthinkable!_

Didact himself glared at the demigods, his sword gripped firmly in his massive six-fingered hand.

Suddenly, the blade changed from it's graceful blue to a savage orange. His helmet formed into position, obscuring his face in the visor's skull like appearance. The Didact raised his sword into the air.

"Rise! Rise my Prometheans!" He bellowed. "Rise, and protect, Equestria!" He held his head to the heavens with that final shout.

All around him, Promethean Knights, and swarms of quadruped Crawlers winked into existence around him. The Knights stood tall, their hard-light blades flaring to life. Dozens spawned Promethean Watchers from their backs, who hovered above their masters, awaiting battle.

There were now mechanical Prometheans everywhere. In the streets, on balconies, and roofs, their rifles and blades waiting to be unleashed on the enemy.

The Promethean General than waved his sword at his assembled allies.

"Harmony, Chaos, all Elements to me! Today, we fight as one force! Princesses, get your citizens far from this town! This no place for the defenseless to stand!"

Princess Celestia did not hesitate. "Everypony, with us, get off the streets, get to Canterlot! But above all, do _not _panic!"

The denizens of Ponyville tried their best, but many were still moving at frantic paces. "Is it the end of days?" One asked. "What's happening?" Many more wondered with worry.

The assembled Precursors did nothing to stop the Ponies that fled past them. They might as well have been leaves in the wind to the demigods.

As soon as the streets had cleared of bystanders, the Precursors began to multiply. Hundreds, if not thousands more of the massive beings teleported in. They flicked their four hands with force, vicious looking energy blades and exotic looking devices appearing in them.

In response, the Elements of Chaos summoned their own minions.

Jack of Blades brought in Hollow men and Summoners. Ice King conjured enormous Ice Golems. Voldermort summoned up a swarm of spectral Death Eaters and Dementors.

Discord snapped his eagle taloned hand and a horde of Manticores and Changelings appeared.

Lastly, Sheogorath summoned an army of his Golden Saints and Dark Seducers. The mostly female warriors turned to the Mad God for orders.

Didact looked to their new-found armies with admiration. He turned to speak to the Mane Six.

"Twilight Sparkle. I understand that you and your friends are not warriors. I order you all to stay in the center of our forces, well away from the fighting."

"What! You can't possibly expect us to just sit back and watch those giant four-armed dudes up and destroy our town!" Rainbow Dash argued.

"Yeah, Ah reckon that we have just as much of a right to fight as all of y'all. We need to protect our livelihoods!" Applejack agreed.

"We need you six alive and _unharmed _for when we begin our final move to vanquish the Timeless One! This is not the time to test my patience, Equines!" Didact said, irritated.

"You guys, Didact is right. There is nothing we can do to help right now. We would just be a hindrance." Twilight said.

After a second, they all nodded and the six mares went back into the Library.

"Discord, erect a barrier around this structure! Nothing is to get near it until we are near victory!"

"Very well, I'll do it I suppose." The Draconequus sighed and summoned the magical bubble around the Library. He then turned back to his personal horde of minions.

Didact turned back to face his opponent, his species' vengeful creators. "You do realize your actions these past Aeons are in direct violation of the Mantle?"

The Timeless One had a look on his face that resembled amusement. He spoke to them in person for the first time.

"Foolish creature. We have cast aside the pathetic Mantle long ago. Our creations are unworthy of it. Even the mighty Flood, the remains of our fallen siblings, is useless to us now. We will crush the last of your defiant species and all its allies _ourselves._" The Precursor's true voice was surprisingly soothing and melodic, and flowed like wine made by the Olympians themselves. This was quite unlike the unnatural, demonic voice everyone had heard before.

"Such vanity! How is it that races like mine and Humanity were created by such self-important, false gods! The Mantle dictates that such beings be annihilated, and I am the Mantle's Didact. We shall finish what my ancestors failed to do, Precursor!"

Timeless One's face quickly lost it's amusement, being replaced instead, with unbridled hatred.

"Prepare for your end, Forerunner. Once we have cleansed this world of its unworthy inhabitants, we shall return to Our Galaxy to test Humanity, and hunt down the survivors of your kind. You face the Masters of time and space itself, and Our answer is at hand!" The Precursor declared with malice.

He raised his own arms, and in his hands appeared a staff and two energy blades. He waved his free hand in a dramatic wave, and every building and obstacle save for the library was turned to debris and ruins. Luckily, their former inhabitants were all in Canterlot by now.

"And now, the Gods face their unworthy children in battle. Forward my Brothers and Sisters! Strike our defiant creations down!"

The Precursors roared and charged, no, _warped_, towards their enemy.

"My Prometheans, Elements of Chaos, to battle!" Didact bellowed.

Promethean Knights ignited their blades and opened their helmets, the glowing skulls underneath roaring. With the crawlers and watchers in tow, they swarmed at the charging demigods.

The Elements of Chaos likewise unleashed their forces. Legions of minions descended upon the Precursor army.

The air was lit up with spells, energy weapon fire, time disruption, arrows, ice spikes, and explosions.

The roars of Knights and Manticores mixed with the shrieks of Dementors and Changelings, battle cries of the Daedra, and the groaning of the zombie-like Hollow Men. This combination created what was arguably the strangest chorus of sounds in the entire multiverse at the time.

The Precursors destroyed or teleported countless scores of minions out of existence with their exotic weapons, but their enemies vast numbers was beginning to take its toll. Many of the demigods began to crack under the strain of the Dementors' screeches and fell prey to the fists of the Ice Giants.

Other Precursors were felled by the combined force of Promethean Lightrifle and Suppressor fire, arrow volleys, and spells that were being thrown at them. Some, to their great surprise, had their armor and shields broken by Knights that phased in behind them, scoring critical hits with their Scattershots and Boltshot pistols.

Sheogorath and Discord made the enemy's situation even worse. Discord's spells and the Wabbajack wreaked havoc in the Precursor ranks. Some were turned into piles of coins, desserts, or various wildlife. Others were set ablaze _under _their armor. Really unlucky ones had their minds hijacked, causing them to attack their own comrades.

In one instant, the Princesses returned. Celestia obliterated entire battalions of the enemy with blasts of pure energy and light from the Sun. Luna cast unnatural shadows over many, causing confusion and disorientation among the Precursors.

In the shadows, Hordes of Hollow men encroached on one Precursor flank ever so slowly. Dozens of the undead were put to rest, but there were too many. Jack of Blade's Summoners were so massive that they were able to _pick up _Precursors, throwing them like rag dolls across the battlefield. What really put the demigods on edge was when the Summoners would approach a group of slain Precursors, resurrecting them into more Hollow Men.

Sheogorath's Golden Saints and Dark Seducers were alongside the Knights fighting the Precursors hand to hand. They wove in between the massive warriors, hitting weak spots and breaking through shields while their compatriots fired swarms of arrows.

Watchers were creating shields for Knights and all other Humanoid warriors on the field. Crawlers backed them up on the ground by drawing the Precursors' fire away from the fragile floating sentinels.

As the battle raged on, the Precursors became far more desperate. They began setting off slip-space bombs whenever a group of them became overwhelmed. The explosions would draw matter in much like a black hole, tearing apart anything in its proximity. Hundreds of minions were lost in this way.

Other Precursors overloaded their armors' systems, causing them to go into a berserker state, killing as a many beings as they could before the overload put their bodies in critical condition.

The Timeless One was constantly opening slip-space rifts with his strange staff, teleporting many would-be opponents into destruction. But as the demigod gazed upon the battle, he could tell they were slowly losing.

"Precursors, converge your power on me, we shall herald our victory _this _instant!"

The ancient alien held his arms out high, raising his staff into the air. The Precursors nearest him complied, raising their guns and blades towards him. Energy shot towards him and it erupted from his staff towards the heavens.

Yet another portal opened, this time to admit what ominously resembled a massive Halo ring.

"Behold, defiant ones! Your doom! The last remaining Halo ring of the original 12-ring Array! You will perish at the end of your people's' mightiest weapon. We have learned how to transcend its destructive power, but you cannot say the same. This world will be cleansed, then we shall remake reality anew!"

"_Halo_? It cannot be!" Didact gazed upon the massive installation in shock

"What is that object Didact?" Celestia asked urgently.

"A Halo, Princess. A great weapon designed by my political rivals to kill all living things in its pulse's range. If we can't stop it from firing, we will all perish. Can you destroy it with your Sun?"

Celestia looked at him sadly. "I spent the last of my energy firing on the Precursors."

Didact fell to his knees. "Then we are hopeless to stop them, Sun Goddess."

The Librarian floated to him. "Didact, surely there is some other way to destroy it. I sense something...I can't quite place it, but it's coming."

"More Precursors?" Celestia inquired.

"No, something far more powerful, something..." The Librarian saw something before she could continue, something extraordinary.

A new portal, this one of a magical sort, opened up right next to the Halo as it began it's firing sequence.

The Ring lit up with blue energy, ready to release its mighty pulse. But then, everything happened at once.

A great roar, the roar of a dragon, erupted from the direction of the Halo. Suddenly, the blue of the Halo's outer shell turned to a fierce fiery red and orange as a section of metal began to melt, crack, and shatter.

The pulse of energy it had built up died instantly as the massive installation began to buckle and shatter as Equestria's gravity well shook her apart.

Everyone present could see the inner lattice-work of the ring as a massive chunk drifted across the sky past them. The sky was now pulsing with tiny lights as the setting sun glinted off the metal surfaces of the now massive debris field.

The roar returned, this time with its source appearing, just above them. It was indeed a massive dragon.

Past its reptilian head and slender, scaled neck was a set of massive, powerful wings, and one set of equally powerful looking legs. The great beast's body ended in a pointed scaly tail that could topple a building with a single swing.

The Dragon stood on his hind legs with his wings folded at his side, gazing down to regard the crowds of smaller creatures who now look up in astonishment.

"Why, it's Akatosh! The Aedra have returned!" Princess Celestia exclaimed!"

Even Sheogorath and Discord looked up with surprise.

"Martin Septim, is that you ma old friend?" The Mad God said with a cheerful chuckle.

The massive dragon regarded Sheogorath for a moment with a knowing twinkle in his brilliant eyes, then turned back to face Celestia and the Didact.

Akatosh drew a great breath to speak.

"_Drem Yol Lok, Shul Kulaas Fahdon*. _Greetings,Princess Celestia. It has been an _ul, _an eternity, since we have last met." The Dragon God said.

"Tidings to you, noble Aedra of Time. I take it you are the one responsible for saving us all?" The Princess inquired.

"Mmm, so it would seem. The _Bruniik_, the Savages, sought to unleash the _Qahnaarin Lein_, the vanquisher of all, upon this realm, but I destroyed it. I witnessed you all fight the _Paal, voth Ahkrin,_ Fight the foe with courage. I considered it my _heyv, _my duty, to intervene and ensure your survival."

"Well...we appreciate the gesture...erm, Akatosh." Discord stammered.

The Divine turned his mighty gaze upon the Draconequus. "Discord? Spirit of Chaos? I am unsurprised that you're free from your _golz_, your stone prison. _Unslaad Krosis_, a thousand pardons. I did not mean to startle you."

Next, the Dragon turned his gaze back to the Didact, who peered back expectantly.

"You, Forerunner, have proven yourself _bahlaan_, worthy, of wielding the combined might of the Elements. You know now what you must do."

Didact nodded. Akatosh stared at him one final time, than the dragon turned to stare down the Precursors for the first time.

The God of Time reared back, his wings fully unfurled, and roared at the arrogant beings. The roar became a series of discernible, but foreign words. _"STRUN...BAH...QO!"_

The self-proclaimed gods felt a very mortal chill run down their Precursor spines. A massive electrical storm formed over their ranks, striking them with heavy rain and elemental lightning. Their Tier 0 technology ironically doing nothing to protect them from the storm's unnatural strength.

Akatosh then dropped to the ground, to the Precursors' level, to peer into their faces.

"You arrogant mortal beings resemble my _Dov, _my Dragonkind children, in your blind pride. You sought to _kron Tiid_, to conquer time itself. You _kren Reyliik_, bent younger races to your will, claiming to be their creators. Such _Vokul_, such evil, shall earn not but our _Ahzid Bah_, the Gods' bitter wrath. In your efforts to defy the natural order, you sought to _Viik_, defeat the very creators of existence, even going so far as to assume the title of 'Timeless One', implying transcendence you do not possess. And now, _they,_ shall show you the consequences of your actions."

The Dovah snatched up the Precursor Leader in his massive jaws, bringing him about to face the Didact and his allies, still dangling from Akatosh's teeth.

Didact spoke to all, his voice echoing across the battlefield.

"These beings have sought to destroy time and reality itself in their desperate bids to achieve godhood. They have fractured and manipulate our worlds, ended countless lives, and extinguished innumerable civilizations in their wake of destruction. It ends _now_. You may lower the shield, Discord!"

Discord complied. The magical bubble receded, and the Elements of Harmony emerged from the Library, shocked at the state Ponyville was in.

"Twilight Sparkle, I trust that.."

"You don't need to say anything more, Didact. We've heard everything that has happened. We are ready to combine the Elements." The Unicorn said, a powerful, confident expression on her and her friends' faces.

"Very well, let us finish this everyone." The Forerunner said with a sigh.

The Timeless One was not ready for defeat just yet.

"No! We cannot be vanquished like this! Our will is unstoppable, we alone are allowed to shape the fabric of fate and reality!"

Akatosh released a guttural growl. "Silence, J_oor."_

"Elements, unite your powers!"

Didact raised his sword in the air, as it began to glow, blade and handle.

Sheogorath raised the Wabbajack, while Discord raised his paw.

Jack of Blades raised the Sword of Aeons, while the Ice King put his hands to his Ice Crown.

Voldermort was the last, he raised his crimson wand into the air.

The combined powers coalesced withing Didact's sword, bathing it and it's wielder in a blinding white light.

"Alright girls, time to unleash ours too!" Twilight exclaimed. The six friends cheered, and came together.

The Elements of Harmony combined into one, coming to resonate within Twilight, who now glowed as brightly as the Didact.

The two glowing beings' power connected into a brilliant show of color and light, and lanced straight out at the Precursors. The demigods' faces registered true fear for the first time in their Aeons long existence as the light and energy finally struck them, causing them to fade into nothingness.

"_Zah_. finite! _Frul_, temporary! _Joor_, mortal! Now, Precursors, meet the fate of all who challenge the natural order of the worlds!" The Dragon God roared.

At last, the energy struck the deluded leader of the Precursors, the one responsible for millions of years of imbalance and destruction. He met his fate with a bellow of rage, showing defiance to the very last second.

After the final second, nothing was left of the once mighty race of aliens, save for what remained of their armor and weapons. They lay their as silent testament to the arrogance and vanity of the beings who once wielded them.

The massive Precursor vessels now drifted about the sky uselessly, as a quiet serenity finally fell over the battlefield. Halo's debris field still shined brilliantly in the night sky above, accenting the silver and yellow gleam of Luna's Moon.

"_Vodahmin_, forgotten the Precursors shall become, as they always should have been. Well done, Elements. You have ensured that the balance of Harmony and Chaos has been maintained throughout the universes."

Didact nodded at the massive reptile. "And thank you, for making it possible, Aedra."

"You need not thank me, _Bahlaan Kinbok_*, I was merely performing my duty. And it was you and your wife, who had discerned the enemy's _Grahmindol_, their plans. But now, I must take my leave, for yet another threat encroaches upon Nirn. Fare thee well, _Krilot Kendov_, valiant warriors."

A ripple in time erupted in the air, and a mysterious black-haired man emerged from a blue telephone box labeled 'Police'.

"Akatosh, we must hurry if we are to stop the bloody Master! We are running short of time, as you know!"

"I am coming, Time Lord. With the _God_ of Time at your disposal, you need not worry about being too late, or too early, Doctor*." Akatosh proclaimed with a deep, loud, and throaty chuckle.

The time travelers then vanished to parts unknown. Everyone present rubbed their eyes, to be sure what they had seen had indeed happened.

With the Divine gone, the Didact now addressed the army of allies arrayed before him.

"My fellow warriors, Elements of Chaos and Harmony alike, rejoice! The greatest threat to our existence is vanquished forever! Our worlds, are now safe again!"

Every creature present roared or cheered in victory and celebration, even normally cheerless, expressionless entities like the Dementors, Hollow Men, Summoners, and Knights seemed to be celebrating in some shape or form.

"You all know what this calls for...?" Pinkie Pie declared.

"OOOHH! I know, cheese! Wait, no,no. That's it, a PARTY! I love parties! Especially the wild kind, oh well except that one where Molag Bal tried to crash it by bein' a total git and teasing poor old Malacath, forcin' him to smash a lotta fine party decor with that monster hammer o'his !" Sheogorath rambled with a chuckle.

Pinkie Pie practically teleported in front of the Mad God. "YOU LOVE PARTIES TOO! OOH! I KNOW WE SHOULD TEAM UP AND PLAN ONE OH MY GOSH ITS GOING TO BE SO EPIC, AND WE CAN INVITE ALL MY FRIENDS AND ALL YOUR FRIENDS AND EVERYBODY CAN HAVE A BLAST!" Pinkie ranted in a single breath, defying both established biology and physics.

"Nocturnal's armpit hair, girlie! You're more excitable then a thousand adoring fans put together*! We'll have a bloody party then!" The Daedric Prince replied with a grin.

"What about reconstruction?" Celestia and the Librarian said simultaneously.

"Yeah, what are we going to do about the town, look around! There _is _no Ponyville left to celebrate in." Twilight agreed.

Discord yawned at this. "Taken care of."

The Draconequus snapped his fingers, instantly restoring the town to it's formal glory. If one were to ignore all the ash piles, scattered armor and weapons, as well as the hordes of minions in the street, everything would seem as if no battle ever took place at all.

"I for one, agree with Sheo and Pinkie Pie. Its high time for a party!" Discord mused. "But only if it's... chaotic." He added with a maniacal laugh.

* * *

**Author notes, translations, and Easter Eggs:**

***_Shul Kulaas Fahdon_: To English from the Thu'um literally: 'Sun, Princess, Friend' Akatosh is greeting Celestia as the Princess of the Sun, and acknowledging her emphasis on Friendship, as well as the two's close relationship over a thousand years ago.**

***_Bahlaan Kinbok: 'Worthy leader'_**

**_*_Pretty much anyone who has played Oblivion will get this reference.**

***This is the David Tennant incarnation of Doctor Who. Why? Because Tennant is my favorite Doctor, that's why.**

**In case you didn't notice, the story _is _coming to an end soon. So for anyone and everyone who has followed or favorited my first story ever, I would like to personally thank you for your support! I tip my hat to you all, chapeau! :D One last thing: what did you think of my interpretation of the mysterious Precursors? I kind of based their personalities and motivations on the Gravemind, whom I and probably many Halo fanatics despise, right? **

**All that said, I hope you stay tuned for the Epilogue of 'My Little Pony: Friendship is Chaos.' Coming _very _soon!**


	10. Epilogue: Celebrations, and Farewells

**And now, I present, the conclusion to My Little Pony: Friendship is Chaos.**

**Happy reading!**

* * *

Chapter 9: Celebrations, and Farewells

**Canterlot, Equestria**

"Citizens of Equestria! We are gathered here today to celebrate a most noble occasion. Early this morning, before dawn, two great enemies came together to vanquish an evil that endangered not just Equestria, but the Universe as we know it! Before us stand the unlikely allies, the Elements of Harmony, _and_ Chaos."

Princess Celestia paused as the crowd cheered.

"The Elements of Chaos, while being villains to the peace of Equestria, realized the threat to us all. And, were gracious enough to set aside their chaotic desires for the greater good." Celestia approached Didact, Discord, Sheogorath, Ice King, Voldermort, and Jack of Blades. "While we may be of opposing ideas, I just want to personally thank all six of you for the roles you played in defeating the 'Precursor' menace. We would surely all have perished were it not for our, mutual, coöperation. No matter what nefarious deeds you all may commit in the future, your efforts to save all of reality will always be a source of admiration throughout Equestria."

Sheogorath chuckled at the Princess. "Aye, Tia. Ya don't need to go thanking little ol' us. We were just savin' our own skin ya know!"

"It's been a pleasure serving you, _your highness_" Discord added with a mischievous smirk.

"I for one, never was a _villain._ I was merely doing what I thought the Mantle demanded. As it turns out, I may have been... delusional... from my encounter with the Flood." Didact declared with a displeased scowl.

"It was a pleasure, receiving the opportunity to crush and break the spirits of such powerful, proud beings." Voldermort said.

"The sound my sword made, cleaving through the armor of those creatures was like a sweet melody. I have not seen such glorious bloodshed in _over 500 years_! Jack of Blades giggled demonically.

"Yeah yea, blah blah. So we're villains turned heroes, so we killed a few big weirdos in armor, _boring_. What do we get? Cash? Oooh, I know! A _princess_?" Ice King said finally, giving Celestia a rather suggestive expression.

Celestia looked from the Mane Six, to Luna and the Librarian, to Didact, then onto Sheogorath and Discord, with an evil grin that could rival the latter's. She then looked at Ice King, Voldermort, and Jack, her eyes glowing white, her grin even wider.

"You three, get a 60 second head start to leave, no, _run_, from my kingdom, before we go after you."

The three villains were into their portals before anyone could even blink, not wishing to be turned into piles of ionized ash like the unfortunate Precursors had.

This sent the Daedric Prince of Madness and Discord into the most intense fit of laughter ever yet seen. The latter dropped to the floor, rolling around and clutching his stomach.

Everypony joined in the laughter as well. Even the ever-stoic Didact now had a smirk on his face. This was a very major feat, given the stiff facial muscles that came with being a full-rate Warrior Servant.

_This peaceful land, this world, seems to bring out the best in even those with the darkest of histories. Perhaps I could linger here... _Didact mused.

After a while, everyone calmed down and re-assumed their business faces.

"Sheogorath and Discord, commendations aside, you are still threats to this land and our subjects. What say you?" Celestia inquired.

"Oh, pshaw. There is always another day for plenty of Chaos and mischief, wouldn't you say?" Discord said dismissively.

"Yeah, Quit your worryin, ma dear Tia. I at least, will not be botherin' ya much longer. I fear I have some pressing business back n' the Isles I have to attend to soon. And I imagine poor ol' Haskill, is fallin' apart without me." The Mad God gave a glance at everyone.

"But first, what about that party I've been hearin' so much about?"

Pinkie nearly blew the roof off the Palace. "PARTY!"

As the "Hurray for not being annihilated" party raged across the capital city of Canterlot, two Forerunners gathered on a balcony overlooking the Palace gardens, now ablaze with crazy revelers and festive music.

"It is a beautiful early morning, is not Didact?"

"Everything about this place is beautiful, Librarian. I've never seen anything like it."

"Indeed. It reminds me of Earth, when we went to gather samples for indexing. It has a, a pure unspoiled aura to it." The Lifeshaper sighed, looking at her estranged husband. "What will you do, now that our enemy has been destroyed forever?"

"My Prometheans await me back in our world, they call to me. But, I shall not answer them, I think. I am content to remain in this land for many an age. You had wished for me to meditate on my choices, let this be the place."

"You will finally accept them then, to make peace with our ancient foes?"

"Humans are still an overly emotional, young species. But I, at last, understand what you saw in them. I see it in the Ponies of this world as well. A capacity for anger, fear, and resentment true, but also a greater capacity for Good. A capacity for creating, imagining, compassion, and nobility. I was so blind to it when we last fought them. It is species like these that are our worlds' futures. They are destined to inherit our responsibilities, to ensure that the multi-verse remains pure, natural, and in balance."

Librarian smiled warmly at him. "Husband, you can't possibly fathom how much joy it brings to me to hear that."

Didact had a kind twinkle is his normally fierce eyes. "Shall we rejoin the celebrations my love?"

"Indeed. I wish to converse with the Princesses again." The Librarian answered.

The two Forerunners linked arms, promenading back to the revelry, quietly chatting and reminiscing as they went.

"Oh, Oh! Try another one!" Rainbow Dash laughed.

"Well, all right, although I don't see how it can get any funnier than that." Discord chuckled.

He snapped the digits of his paw and talon, causing the giant, abandoned Precursor ships in the sky to change shape into various odd faces with ridiculous expressions.

"...and now for the grand finale!" Discord declared, his face now an anxious grin. He squinted in concentration, and snapped his digits again.

This time, the giant ships detonated. They created titanic explosions of brilliant colors, better than any normal fireworks could achieve. The pieces in turn, exploded again in various patterns and sequences.

This left the rainbow pegasus completely speechless. Everypony present, including Sheogorath, oohed and awwwed at the spectacle in the sky.

The Princesses and the two Forerunner were chatting quietly at a secluded table nearby. A weeping willow tree hung over them.

"Princess Celestia, Luna. My husband has decided he wishes to remain in your land for a time, to learn about your ways and to meditate and collect himself. Do you approve of this?" The Librarian asked.

Luna and Celestia looked to each other, nodding. Luna spoke first.

"In light of recent occurrences, we greatly admire Didact's decisions and actions. We would be honored to have him as our newest student. Is that not right, my sister?"

"Indeed Luna. We agree there is much we can teach you Didact, and you have much you could teach us as well. We would be _very _honored to accommodate you." Celestia agreed.

"I appreciate the gesture, Princesses. I will endeavor to learn all the wisdom that is offered to me. If you wish, you may ask me about my people and our history to your hearts' content. I would be happy to impart my knowledge to you all as well." Didact nodded.

"Then its settled, you shall live and study here in Equestria, husband."

"What shall you do now, Librarian?" Celestia asked.

"I must return to ensure the continued progression of Humanity in our home dimension. I shall also regain contact with what remains of our own people. We shall all return some day to greet you, Didact."

"I look forward to it, Librarian."

The Librarian smiled at them sadly. "I'm afraid I must now take my leave of you all, for there is still much I need to do. Goodbye, everyone." The Lifeworker faded away, vanishing.

At that, the trio now returned to the party.

As the early morning continued on, the intense revelry began to die down. Eventually, the Sun began to peak over the horizon. Dawn had arrived.

In the now lit sky, the massive debris field had all but disappeared, being cleaned up and collected as it fell by squads of weather Pegasi.

All of Equestria awoke and basked in the sunlight. It was going to be a beautiful, peaceful day, in not just Equestria, but many other worlds as well.

* * *

**A/N: Ah, bollocks! This story has been a crazy ride writing it! To tell you the truth, I'm kind of glad to finally have it finished. I've been really getting into my other story, and now I can write it out without interruption for a while.**

**I don't really care how the ending turned out, this story sucks, and anyone who thinks any part of it was good, or followed it , needs to go see a psychologist, or move to the Shivering Isles. **

**Bazinga! I'm just yankin' your chain!**

**Kidding aside, for those who really liked this story, I hoped you found the ending okay, it's just I was in a haste to get the story finished. If you really hated it or really loved it for any particular reason, feel free to tell me why. The feedback really helps me know how i'm doing writing wise.**

**And again, thanks everyone for your favs and follows, they mean a lot, truly! **

**Ahem. Anyways, thanks for reading, see ya around!**

**-The Elder Dragon, in human form.**


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